Legal & controls
Item 3 and Item 9A as filed · every verdict is the registrant’s own sentence, printed below it · a filing that fails an extraction gate reads “not extracted”
| Fiscal year | Filed | Item 3 | ICFR | disclosure controls | material weakness | Filing |
|---|---|---|---|---|---|---|
| 2025-12-31 | 2026-03-27 | in the notes | not extracted | effective | remediated (prior year) | EDGAR |
Item 3 · For a description of developments to legal proceedings during the year ended December 31, 2025, see “Litigation” under Note 15, “Commitments and Contingencies” to our consolidated financial statements. Item 9A · disclosure controls · Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2025, providing reasonable assurance that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the required time periods and communicated to management as appropriate to allow timely decisions regarding disclosure. Item 9A · material weakness · This conclusion reflects the remediation of previously identified material weaknesses in internal control over financial reporting. | ||||||
| 2024-12-31 | 2025-03-28 | in the notes | not extracted | NOT effective | disclosed | EDGAR |
Item 3 · For a description of developments to legal proceedings during the year ended December 31, 2024, see “Litigation” under Note 15, “Commitments and Contingencies” to our consolidated financial statements. Item 9A · disclosure controls · Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of December 31, 2024, our disclosure controls and procedures were not effective as of such date in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the reports we file or submit under the Exchange Act, and such information is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure.. Item 9A · material weakness · As a result of that evaluation, management concluded that at December 31, 2024, the Company’s internal controls are not effective due to two material weaknesses. | ||||||
| 2023-12-31 | 2024-04-01 | in the notes | not extracted | NOT effective | disclosed | EDGAR |
Item 3 · For a description of developments to legal proceedings during the year ended December 31, 2023, see "Litigation" under Note 16, "Commitments and Contingencies" to our consolidated financial statements. Item 9A · disclosure controls · Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, 2023, our disclosure controls and procedures were not effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the reports we file or submit under the Exchange Act, and such information is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure. Item 9A · material weakness · As a result of that evaluation, management concluded that at December 31, 2023, the Company’s internal controls are not effective due to two material weaknesses. | ||||||
| 2022-12-31 | 2023-03-28 | in the notes | not extracted | not extracted | disclosed | EDGAR |
Item 3 · For a description of developments to legal proceedings during the year ended December 31, 2022, see "Litigation" under Note 17, "Commitments and Contingencies" to our consolidated financial statements. Item 9A · material weakness · Our management concluded that at December 31, 2022, we had a material weakness. | ||||||
| 2021-12-31 | 2022-03-11 | as filed | not extracted | NOT effective | disclosed | EDGAR |
Item 3 · To the knowledge of our management, there is no material litigation, arbitration or governmental proceeding currently pending against us or any members of our management team in their capacity as such. Item 9A · disclosure controls · Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were not effective, due solely to the material weakness in our internal control over financial reporting related to the Company’s accounting for complex financial instruments. | ||||||
5 of 5 annual reports on record have their filing text cached on this host; the rest are listed with their EDGAR link and no extraction, because this surface never fetches from SEC on a page load.
- Item 3 and Item 9A are located in the filing HTML already cached on this host and read with the same line-anchored item matcher and largest-gap body disambiguation the filing-narrative pass uses for Item 1A and Item 7 — no fetch, no model, no summarization.
- A heading is accepted as a section only when it is not a table-of-contents row (a trailing page number), not a quoted reference in prose, and names its own section; the span must then clear a per-item length band and carry readable text after the heading. Anything that fails a gate is served as 'not extracted' with the reason — never as a default value.
- An effectiveness conclusion is read only from a sentence that names its own control set (disclosure controls and procedures, or internal control over financial reporting) and states an outcome. Conditional sentences — the standard limitations paragraph and forward-looking remediation language — are excluded, because they are hypotheses rather than conclusions.
- When a filing's own sentences disagree — an effective conclusion beside an unremediated material-weakness disclosure, or two conclusions of opposite sign — no verdict is asserted. A wrong 'controls were effective' reading is worse than no reading.
- Every verdict is shown beside the verbatim sentence it was read from. The excerpt is the filing's own words, capped at 1,200 characters; the filing itself is one link away.