Management Change/Compensation (Form 8-K)

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

Election of Directors

On March 10, 2026, the Board of Directors (the "Board") of the Company elected Adam Pelavin and Yaron Adler to serve immediately as members of the Board with a term expiring at the Company's 2026 annual meeting of stockholders and thereafter until his successor is duly elected and qualified, or until his earlier death, resignation or removal. In connection with the election of such directors to the Board, the Board also approved to fix the size of the Board at four members.

In connection with Messrs. Pelavin's and Adler's election to the Board, [each director is entitled to receive an annual cash retainer of $30,000 and an annual grant of a stock option to purchase 625 shares for his service as a non-employee director of the Company pursuant to the Company's Director Compensation Policy.]

Mr. Pelavin has been appointed to the audit committee of the corporation.

Mr. Adler has been appointed to the compensation committee of the corporation.

Except as described above, there are no arrangements or understandings between Messrs. Pelavin and Adler and any other person pursuant to which Messrs. Pelavin and Adler were appointed as a director of the Company. There are no transactions to which the Company is a party and in which Messrs. Pelavin and Adler have a material interest that are required to be disclosed under Item 404(a) of Regulation S-K except that Messrs. Pelavin and Adler both previously served as directors of the Company. Neither Messrs. Pelavin or Adler have any family relations with any directors or executive officers of the Company.

Appointment of Chief Financial Officer

On March 10, 2026, the Company appointed Doug Karriker as its Chief Financial Officer, effective March 10th,__, 2026. Mr. Karriker, [51], previously served as [Chief Financial Officer] at DataTech Global, LLC__________, a private company, from [2012 to September 2022].

September 2023-Current: Orgenesis, Inc; Financial Controller-US Subsidiaries

September 2022-August 2023: Genixus, Corp.; Director-Finance Operations

May 2012-September 2022: DataTech Global, LLC; Chief Financial Officer

Current Compensation: $160,000 annually

There is no arrangement or understanding between Mr. Karriker and any other person pursuant to which Mr. Karriker was selected as an officer. Mr. Karriker is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.