Filing Details

447 Sutter St, Suite 405 #542, San Francisco, CA 94108.

Mr. Davidson's principal occupation is serving as Chief Executive Officer of the Issuer. Mr. Davidson also serves as a director of the Issuer.

During the last five years, Mr. Davidson has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

During the last five years, Mr. Davidson has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Mr. Davidson is a citizen of Canada.

The information contained in "Item 3. Source or Amount of Funds or Other Consideration." of the Schedule 13D originally filed by the Reporting Person with the Securities and Exchange Commission (the "SEC") on January 15, 2025 (the "Original Schedule 13D") is hereby amended to add the following: On March 4, 2025, Mr. Davidson was granted time-based restricted stock units with respect to 643,208 shares of Common Stock (the "RSUs") under the Issuer's 2021 Equity Incentive Plan, as amended, for his service as the Chief Executive Officer of the Issuer. RSUs with respect to 53,598 shares of Common Stock will vest on April 1, 2025, RSUs with respect to 26,815 shares of Common Stock will vest on May 15, 2025, and 8.3% of the shares of Common Stock subject to the RSUs will vest on August 15, 2025 and on each three-month anniversary thereafter, in each case subject to Mr. Davidson's continued employment with the Issuer through each vesting date.

"Item 4. Purpose of Transaction." of the Original Schedule 13D is hereby amended to add the following: The information contained in "Item 3. Source or Amount of Funds or Other Consideration." of this Amendment is incorporated herein by reference.

The disclosures in this Schedule 13D are based on 11,718,481 shares of Common Stock outstanding as of March 4, 2025, based on information provided by the Issuer, assumes that none of the up to 725,000 shares of Common Stock issuable as potential Earn Out Shares will be earned, as disclosed in the Registration Statement on Form S-1 filed by the Issuer on February 12, 2025 (the "Registration Statement"), and includes 64,998 shares of Common Stock subject to outstanding options held by Mr. Davidson which are exercisable within 60 days of March 4, 2025, 1,500,000 shares of Common Stock issuable upon conversion of the 1,500,000 Series A Preferred Stock held by Mr. Davidson, based on a conversion price of $1.00, excluding any shares of Common Stock issuable upon conversion thereof with respect to accrued and unpaid dividends, and 80,413 shares of Common Stock subject to outstanding RSUs which will vest within 60 days of March 4, 2025.

As of the date hereof, Mr. Davidson holds directly and has the sole power to vote and dispose: (i) 203,010 shares of Common Stock, of which 74,942 shares are subject to a repurchase right of the Issuer that will terminate unless the Issuer achieves a stock price of $105.40 by November 15, 2026; (ii) 371,069 shares of special voting common stock; (iii) 64,998 shares of Common Stock subject to outstanding options which are exercisable within 60 days of March 4, 2025; (iv) 1,500,000 shares of Series A Preferred Stock which are convertible into 1,500,000 shares of Common Stock, based on a conversion price of $1.00, excluding any shares of Common Stock issuable upon conversion thereof with respect to accrued and unpaid dividends; and (v) 80,413 shares of Common Stock subject to outstanding RSUs which will vest within 60 days of March 4, 2025.

Except as otherwise set forth in Item 4 of this Schedule 13D, Mr. Davidson has not engaged in any transactions with respect to the Common Stock during the sixty days prior to the date of filing this Schedule 13D.

To the knowledge of Mr. Davidson, no one other than Mr. Davidson has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock covered by this Schedule 13D.

Not applicable.

The information contained in "Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer." of the Original Schedule 13D is not being amended by this Amendment.

Exhibit Description 1 Form of Restricted Stock Unit Agreement under 2021 Equity Incentive Plan, as amended (incorporated by reference to the Issuer's Current Report on Form 8-K filed with the SEC on January 24, 2022).