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 | 2026-04-10 | in the notes | effective | effective | none in Item 9A | EDGAR |
Item 3 · The information required by this Item is incorporated by reference to Note 13 titled “Commitments and Contingencies” and Note 16 titled “Subsequent Events” of the Notes to our consolidated financial statements appearing elsewhere in this Annual Report on Form 10-K. Item 9A · ICFR · Based on this assessment, management has concluded that our ICFR was effective as of December 31, 2025. Item 9A · disclosure controls · Based on the foregoing, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Annual Report on Form 10-K. | ||||||
| 2024-12-31 | 2025-03-31 | in the notes | effective | effective | none in Item 9A | EDGAR |
Item 3 · The information set forth under the section titled “Business — Legal Proceedings” in Item 1, “Business” is incorporated herein by reference. Item 9A · ICFR · Based on this assessment, management has concluded that our ICFR was effective as of December 31, 2024. Item 9A · disclosure controls · Based on the foregoing, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Annual Report on Form 10-K. | ||||||
| 2023-12-31 | 2024-03-12 | in the notes | effective | effective | remediated (prior year) | EDGAR |
Item 3 · The information set forth under the section titled “Business — Legal Proceedings” in Item 1, “Business” is incorporated herein by reference. Item 9A · ICFR · Based on this assessment, management has concluded that our ICFR was effective as of December 31, 2023. Item 9A · disclosure controls · Based on the foregoing, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Annual Report on Form 10-K. Item 9A · material weakness · As previously reported in Item 9A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, management identified a material weakness in our ICFR. | ||||||
| 2022-12-31 | 2023-03-07 | in the notes | not extracted | NOT effective | disclosed | EDGAR |
Item 3 · The information set forth under the section titled “Business — Legal Proceedings” in Item 1, “Business” is incorporated herein by reference. Item 9A · disclosure controls · Based on the foregoing, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this Annual Report on Form 10-K as a result of the material weakness described below. | ||||||
| 2021-12-31 | 2022-02-24 | none stated | NOT effective | NOT effective | disclosed | EDGAR |
Item 3 · None. Item 9A · ICFR · Based on this assessment, our management concluded that our internal control over financial reporting was not effective as of December 31, 2021 due to the material weakness described above. Item 9A · disclosure controls · Based on this evaluation, our principal executive officer and principal financial and accounting officer have concluded that our disclosure controls and procedures were not effective due 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.