Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(d) On December 20, 2022, the Company appointed Petar Gajic and Robert L. Hymers, III to the board of directors by written consent of the shareholder beneficially owning 60.04% of the votes eligible to be cast according to Sections 2.11 and 2.12(b) of the Company's By-Laws. There was no arrangement or understanding under which the new directors were selected. Information is unavailable at the time of this filing concerning whether the new board members will participate in any committee of the board of directors. The Company will amend this Form 8-K within four days if any information concerning committee membership is determined or becomes available. Neither appointee participates nor has participated in any related person transaction under Item 404(a) of Regulation SK. As of the date of this filing, the appointees respective compensation has not been set. The Company will amend this Form 8-K within four days after entering into reportable material plan, contract, or arrangement (whether or not written) to which the appointees are parties, or in which they each participates that is entered into in connection with their board appointments.

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