Filed Pursuant to Rule 424(b)(3)
Registration Statement No. 333-294298
PROSPECTUS SUPPLEMENT NO. 1

Up to 7,650,764 shares of Common Stock
This Prospectus Supplement No. 1 supplements the prospectus dated March 20, 2026, or the prospectus, relating to the offer and resale or other disposition from time to time by the selling stockholders identified in the prospectus, or collectively the selling stockholders, of up to an aggregate of 7,650,764 shares of our common stock, par value $0.001 per share, or the common stock, consisting of (i) 4,501,928 shares of our common stock and (ii) 3,148,836 shares of common stock issuable upon exercise of pre-funded warrants. The common shares and the pre-funded warrants were issued in a private placement, pursuant to a subscription agreement, dated March 9, 2026, by and among us and the purchasers named therein.
The purpose of this Prospectus Supplement No. 1 is solely to update the information in the table appearing under the caption “Selling Stockholders” commencing on page 8 of the prospectus to reflect in the Selling Stockholder table a transfer of 540,054 shares of Common Stock from Point72 Associates, LLC, a selling stockholder previously identified in the prospectus, to SILV Fund, Ltd., another entity which as a result of such transfer is being substituted as a selling stockholder.
Selling Stockholder |
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Number of Shares |
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Number of |
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Shares Owned |
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Number |
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Percentage |
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SILV Fund, Ltd. (11) |
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540,054 |
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540,054 |
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0 |
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0 |
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(11) |
Shares listed under “Number of Shares Owned Before the Offering” consists of 540,054 shares held by SILV Fund, Ltd. Sirenia Capital Management LP, or Sirenia, serves as the investment manager to SILV Fund, Ltd. and, as a result, maintains voting and investment power with respect to the securities held by SILV Fund, Ltd. Sirenia Capital Management GP LLC, or Sirenia GP, is the general partner of Sirenia. Alex Silverstein is the managing member of Sirenia GP. Each of SILV Fund, Ltd., Sirenia GP and Mr. Silverstein disclaims beneficial ownership over such securities. The address of SILV Fund, Ltd. is c/o Sirenia Capital Management LP, 1674 Meridian Avenue, Suite 320, Miami Beach, FL 33139. |