Common use of Dilution Clause in Contracts

Dilution. If you invest in our Common Stock, you will experience immediate and substantial dilution to the extent of the difference between the public offering price of our Common Stock in this offering and the adjusted net tangible book value per share of our Common Stock immediately after the offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to our sale in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 at an assumed offering price of $8.74 per share (the last reported sale price of our Common Stock on the Nasdaq Capital Market on October 22, 2021) and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 would have been approximately $31,541,375, or $0.40 per share of Common Stock. This represents an immediate increase in net tangible book value of $0.61 per share to existing stockholders and immediate dilution in net tangible book value of $8.34 per share to new investors purchasing our Common Stock in this offering at the assumed public offering price. The following table illustrates this dilution on a per share basis: Assumed offering price per share $ 8.74 Historical net tangible book value per share as of June 30, 2021 $ (0.21) Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 shares of our Common Stock outstanding as of June 30, 2021, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest purchase shares of our common stock in our Common Stockthis offering, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share of our Common Stock in this offering common stock and the adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our As of June 30, 2022, our net tangible book value was $188.3 million, or $0.70 per share of common stock. We calculate net tangible book value per share is determined by subtracting dividing our total liabilities from our net tangible assets (total tangible assets, which is total assets less intangible assets, and dividing this amount total liabilities) by the number of outstanding shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021common stock. After giving effect to our the sale in this offering of shares by us of our Common Stock common stock in the aggregate amount of $48,537,500 200,000,000 in this offering at an assumed offering price of $8.74 3.70 per share (share, which was the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22August 5, 2021) 2022, and after deducting the sales agent estimated commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 2022 would have been approximately $31,541,375378.6 million, or $0.40 1.17 per share of Common Stockcommon stock. This amount represents an immediate increase in net tangible book value of $0.61 0.47 per share of our common stock to existing stockholders and an immediate dilution in net tangible book value of $8.34 2.53 per share of our common stock to new investors purchasing our Common Stock purchasers in this offering at the assumed public offering priceoffering. The following table illustrates this the dilution on a per share basisbasis to new investors participating in this offering: Assumed public offering price per share $ 8.74 Historical net $3.70 Net tangible book value per share as of June 30, 2021 $ (0.21) 2022 $0.70 Increase in net tangible book value per share attributable to new investors in this offering $ 0.61 $0.47 As adjusted net tangible book value per share after giving effect to this offering $ 0.40 $1.17 Dilution per share to new investors $ 8.34 in this offering $2.53 The table above assumes assumes, for illustrative purposes purposes, that an aggregate of 5,553,490 54,054,054 shares of our Common Stock common stock are sold at a price of $8.74 3.70 per share, which was the last reported sale price of our common stock on Nasdaq on August 5, 2022, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices200,000,000. An increase of $1.00 per share in the price at which the shares of our common stock are sold from the assumed public offering price of $8.74 3.70 per share shown in the table above, assuming all of the shares of our Common Stock common stock in the aggregate amount of approximately $48,537,500 is 200,000,000 are sold at that price, would increase our as adjusted net tangible book value per share of our common stock after the offering to $1.22 per share and would increase the dilution in net tangible book value per share of our common stock to new investors in this offering to $9.33 3.48 per share, after deducting estimated commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 3.70 per share shown in the table above, assuming all of the shares of our Common Stock common stock in the aggregate amount of approximately $48,537,500 is 200,000,000 are sold at that price, would decrease our as adjusted net tangible book value per share of our common stock after the offering to $1.10 per share and would decrease the dilution in net tangible book value per share of our common stock to new investors in this offering to $7.34 1.60 per share, after deducting estimated commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion only and table are may differ based on 72,742,689 the actual offering price and the actual number of shares of our Common Stock common stock sold in this offering. The number of shares of our common stock expected to be outstanding immediately after this offering included in the table above is based on 268,896,017 shares of our common stock, reflective of the number of shares of our common stock outstanding as of June 30, 20212022, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock does not reflect issuances subsequent to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 20212022. DIVIDEND POLICY We currently intend to retain all available funds and future earnings, under if any, to fund the Sales Agreement. Between July 1, 2021 development and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares expansion of our Common Stock for gross proceeds of approximately $24 million under business, and we do not anticipate paying any cash dividends in the Sales Agreementforeseeable future. The above illustration of dilution per share Any decision to investors participating declare and pay dividends in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares the future will be made at the discretion of our Common Stock. To Board of Directors and will depend on then-existing conditions, including, among other things, our results of operations, financial condition, cash requirements, contractual restrictions, business prospects and other factors that the extent that any Board of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In addition, we Directors may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholdersdeem relevant.

Dilution. If you invest in our Common Stockthis offering, you your ownership interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share and the as adjusted net tangible book value per share after giving effect to this offering. We calculate net tangible book value per share by dividing the net tangible book value, which is tangible assets less total liabilities, by the number of outstanding shares of our Common Stock common stock. Dilution represents the difference between the portion of the amount per share paid by purchasers of shares in this offering and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June September 30, 2021 was approximately $(15,490,000)46.2 million, or $(0.21) 0.45 per share, based on 72,742,689 shares of Common Stock outstanding at June . Without taking into account any other changes in net tangible book value after September 30, 2021. After , after giving effect to our the sale in this offering of shares of our Common Stock common stock pursuant to this prospectus supplement and accompanying prospectus in the aggregate amount of $48,537,500 124,601,795 at an assumed offering price of $8.74 0.91 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22November 15, 2021) , and after deducting the sales agent commissions and our estimated aggregate offering expenses payable by us, our as adjusted net tangible book value as of June September 30, 2021 would have been approximately $31,541,375166.9 million, or $0.40 0.70 per share of Common Stockcommon stock. This represents an immediate increase in the net tangible book value of $0.61 0.25 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 0.21 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution: Assumed offering price per share $ 8.74 Historical 0.91 Net tangible book value per share as of September 30, 2021 $ 0.45 Increase per share attributable to new investors $ 0.25 As adjusted net tangible book value per share as of June September 30, 2021 $ (0.21) Increase in net tangible book value per share attributable after giving effect to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 0.70 Dilution per share to new investors purchasing shares in this offering $ 8.34 0.21 The table above assumes for illustrative purposes that an aggregate number of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will common stock to be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors in outstanding after this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 101,867,539 shares of our Common Stock common stock outstanding as of June September 30, 2021, which excludes as of such dateamount excludes: • 1,071,782 ● 7,755,196 shares of Common Stock reserved for issuance issuable upon the exercise of stock options outstanding options granted under our equity incentive plans with as of September 30, 2021 at a weighted average exercise price of $0.82 1.58 per share; • 4,665,000 and ● 1,617,138 shares of Common Stock issuable upon vesting of outstanding restricted common stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 equity incentive plans. PLAN OF DISTRIBUTION We have entered into an Open Market Sale AgreementSM, as amended by Amendment No. 1 thereto, dated as of November 19, 2021, with Xxxxxxxxx LLC (the “Agent”), under which we may issue and sell shares of Common Stock reserved for issuance our common stock from time to time through the Agent acting as sales agent, subject to certain limitations, including the number of shares registered under our 2018 Employee Stock Purchase Plan; • 5,616,112 the registration statement to which the offering relates. As of November 19, 2021, we have issued and sold shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise our common stock having an aggregate offering price of $8.40 per share; 25,398,204.63 pursuant to the Sale Agreement under Registration Statement No. 333-224867, under a prior prospectus and • 2,060,000 shares related prospectus supplement. Sales of Common Stock our common stock, if any, under this prospectus supplement and the accompanying prospectus may be made in sales deemed to be issued “at the market offerings” as defined in Rule 415 promulgated under the Securities Act, including sales made directly on or through the Nasdaq Capital Market, the existing trading market for our common stock, sales made to or through a market maker other than on an exchange or otherwise, in negotiated transactions at market prices prevailing at the time of sale or at prices related to such prevailing market prices, and/or any other method permitted by law. We may instruct the Agent not to sell our common stock if the sales cannot be effected at or above the price designated by us from time to time. We or the Agent may suspend the offering of our common stock upon exercise of outstanding warrants on October 22notice and subject to other conditions. As an agent, 2021 at an exercise the Agent will not engage in any transactions that stabilize the price of $2.25 our common stock. Our common stock to which this prospectus supplement relates will be sold through only one Agent on any given day. Each time we wish to issue and sell common stock under the Sale Agreement with the Agent, we will notify the Agent of the number of shares to be issued, the dates on which such sales are anticipated to be made, any minimum price below which sales may not be made and other sales parameters as we deem appropriate. Once we have so instructed the Agent, unless the Agent declines to accept the terms of the notice, the Agent has agreed to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such shares up to the amount specified on such terms. The Agent’s obligations under the Sale Agreement to sell our common stock are subject to a number of conditions that we must meet. We will pay the Agent commissions for its services in acting as agent in the sale of our common stock. The Agent will be entitled to compensation at a commission rate equal to 3.0% of the gross sales price per share for aggregate gross proceeds of approximately $4.6 millionsold. In additionBecause there is no minimum offering amount required as a condition to closing this offering, the above discussion actual total public offering amount, commissions, and table do proceeds to us, if any, are not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale determinable at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investorstime. In addition, we have agreed to reimburse the Agent for fees and disbursements paid to its legal counsel, in amounts not to exceed $50,000 in both cases, in connection with the original Sale Agreement and Amendment No. 1 thereto. In accordance with FINRA Rule 5110, these reimbursed fees and expenses are deemed sales compensation for this offering. We estimate that the total expenses for the offering, excluding compensation payable to the Agent under the terms of the Sale Agreement and Amendment No. 1 thereto, will be approximately $100,000. Settlement for sales of our common stock will occur on the second business day following the date on which any sales are made, or on some other date that is agreed upon by us and the Agent in connection with a particular transaction, in return for payment of the net proceeds to us. There is no arrangement for funds to be received in an escrow, trust, or similar arrangement. In connection with the sale of the common stock on our behalf, the Agent may, and will with respect to sales effected in an “at the market offering,” be deemed to be an “underwriter” within the meaning of the Securities Act, and the Agent’s compensation may choose be deemed to raise additional capital due be underwriting commissions or discounts. We have agreed to market conditions provide indemnification and contribution to the Agent against certain civil liabilities, including liabilities under the Securities Act. The offering pursuant to the Sale Agreement will terminate upon the earlier of (i) the issuance and sale of all shares of our common stock subject to the Sale Agreement, or strategic considerations even if we believe we have sufficient funds (ii) the termination of the Sale Agreement as permitted therein. The Agent and its affiliates may in the future provide various investment banking and other financial services for us and our current or affiliates, for which services they may in the future operating plansreceive customary fees. To the extent that additional capital is raised through the sale of equity or convertible debt securitiesrequired by Regulation M, the issuance of these securities could result Agent will not engage in further dilution to any market making activities involving our stockholderscommon stock while the offering is ongoing under this prospectus supplement.

Dilution. If you invest purchase common stock in our Common Stockthis offering, you will experience immediate and substantial dilution your interest may be diluted to the extent of the difference between the public offering price of our Common Stock in this offering the shares of common stock offered hereby and the as-adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our The net tangible book value of our common stock as of December 31, 2021 was approximately $42,037,000, or approximately $1.03 per share. Net tangible book value per share represents the amount of our total tangible assets less total liabilities divided by the total number of shares of our common stock outstanding. Dilution per share to new investors represents the difference between the amount per share paid by purchasers for our common stock in this offering from time to time and the net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as common stock immediately following the completion of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021this offering. After giving effect to our the sale in this offering of 7,633,587 shares of our Common Stock in the aggregate amount of $48,537,500 common stock offered by this prospectus supplement at an assumed offering price of $8.74 6.55 per share (the last reported sale closing price of our Common Stock shares on the Nasdaq Capital Market on October 22March 18, 2021) 2022), and after deducting the sales agent commissions and our estimated aggregate offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 would have been approximately estimated to be $31,541,375, or $0.40 per share of Common Stock48.2 million. This represents an immediate increase in net tangible book value of approximately $0.61 0.83 per share to our existing stockholders and an immediate dilution in as adjusted net tangible book value of approximately $8.34 4.69 per share to new investors purchasing purchasers of our Common Stock common stock in this offering at offering, as illustrated by the assumed public offering price. The following table illustrates this dilution on a per share basistable: Assumed offering price per share $ 8.74 Historical net 6.55 Net tangible book value per share as of June 30at December 31, 2021 $ (0.21) 1.03 Increase in net tangible book value per share attributable to this offering existing shareholders $ 0.61 0.83 As adjusted net tangible book value per share as of December 31, 2021 after giving effect to this offering $ 0.40 1.86 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of purchasing our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors common stock in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based $ 4.69 Based on 72,742,689 40,990,604 shares of our Common Stock common stock outstanding as of June 30December 31, 2021, which excludes as . The number of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of common stock outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 excludes: ● 2,084,272 shares of Common Stock common stock issuable upon vesting of outstanding restricted stock units grantedunits; • 1,190,332 additional ● 735,294 shares of Common Stock common stock issuable upon the exercise of outstanding stock options; ● 3,305,854 shares of common stock issuable upon the exercise of warrants outstanding; and ● 4,855,768 shares of common stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stockequity incentive plan. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plansexercised, there you will be experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock in this offering, you your ownership interest will experience immediate and substantial dilution be immediately diluted to the extent of the difference between the assumed public offering price of our Common Stock in this offering per share and the as adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our Historical net tangible book value per share is determined by subtracting represents our total tangible assets less our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount divided by the total number of shares of Common Stock common stock outstanding. The As of December 31, 2021, our historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000)186.9 million, or $(0.21) 1.09 per share, based on 72,742,689 172,200,417 shares of Common Stock common stock outstanding at June 30, 2021as of that date. After giving effect to receipt of the net proceeds from our sale in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 common stock at an assumed public offering price of $8.74 3.40 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market NYSE on October 22April 28, 2021) and 2022, after deducting the sales agent estimated commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30December 31, 2021 would have been approximately $31,541,375332.0 million, or $0.40 1.53 per share of Common Stockshare. This represents an immediate increase in as adjusted net tangible book value of $0.61 0.44 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 1.87 per share to new investors purchasing our Common Stock participating in this offering at the assumed public offering priceoffering. The following table illustrates this dilution to new investors on a per share basis: Assumed public offering price per share of common stock $ 8.74 3.40 Historical net tangible book value per share as of June 30December 31, 2021 $ (0.21) 1.09 Increase in net tangible book value per share attributable to new investors participating in this offering $ 0.61 0.44 As adjusted net tangible book value per share of common stock immediately after this offering $ 0.40 1.53 Dilution per share of common stock to new investors participating in this offering $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. 1.87 The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the an assumed public offering price of $8.74 3.40 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 150,000,000 is sold at that price, would cause our as adjusted net tangible book value per share after the offering to be $1.61 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 2.79 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the an assumed public offering price of $8.74 3.40 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 150,000,000 is sold at that price, would cause our as adjusted net tangible book value per share after the offering to be $1.41 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 0.99 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 shares of our Common Stock outstanding as of June 30, 2021, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under outstanding restricted stock awards vest, investors purchasing our equity incentive plans, there common stock in this offering will be experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To Further, to the extent that we raise additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders. The number of shares of our common stock that will be outstanding immediately after this offering as shown above is based on 172,200,417 shares of common stock issued and outstanding as of December 31, 2021 and excludes: • 15,999,900 shares of common stock issuable upon the exercise of warrants outstanding as of December 31, 2021, with an exercise price of $11.50 per share; • 9,332,369 shares of common stock issuable upon the exercise of options outstanding as of December 31, 2021, with a weighted-average exercise price of $0.74 per share; • 8,653,626 shares of common stock issuable upon the vesting and settlement of RSUs outstanding as of December 31, 2021; and • 13,944,608 shares of common stock reserved for future issuance under our 2021 Plan as of December 31, 2021. Unless otherwise indicated, all information in this prospectus supplement assumes no exercise of the outstanding warrants or options or settlement of the outstanding RSUs referred to above. PLAN OF DISTRIBUTION We have entered into the Sales Agreement with X. Xxxxx Securities, Inc., Cantor Xxxxxxxxxx & Co. and Xxxxxxxxxxx & Co. Inc., pursuant to which we may issue and sell shares of our common stock having an aggregate gross sales price of up to $150,000,000 from time to time through or to the applicable Agent, acting as sales agent or principal. The Sales Agreement has been filed as an exhibit to the registration statement of which this prospectus supplement and accompanying prospectus form a part. Following delivery of a placement notice and subject to the terms and conditions of the Sales Agreement, the Agents may offer and sell our common stock by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act. We may instruct the Agents not to sell our common stock if the sales cannot be effected at or above the price designated by us from time to time. We or the Agents may suspend the offering of our Common Stock upon notice and subject to other conditions. We will pay the Agents’ commission, in cash, for their services in acting as agents in the sale of our common stock. The Agents will be entitled to compensation under the terms of the Sales Agreement at a commission rate of 3.0% of the gross proceeds from each sale of our common stock made by such Agent. Because there is no minimum offering amount required pursuant to the Sales Agreement, the actual total public offering amount, commissions and proceeds to us, if any, are not determinable at this time. We have also agreed to reimburse each of the Agents for certain specified fees and documented expenses, including the reasonable and documented out-of-pocket fees and disbursements of counsel to the Agents not to exceed $75,000 in connection with the filing of the Sales Agreement with the SEC and (y) not to exceed $5,000 per calendar quarter thereafter in connection with any updates at the time of certain filings as described in the Sales Agreement. We estimate that the total expenses for this offering, excluding compensation and reimbursements payable to the Agents under the terms of the Sales Agreement, will be approximately $0.5 million. Settlement for sales of our common stock will occur on the second trading day following the date on which any sales are made, or on some other date that is agreed upon by us and the applicable Agent in connection with a particular transaction, in return for payment of the net proceeds to us. Sales of our common stock as contemplated in this prospectus supplement will be settled through the facilities of The Depository Trust Company or by such other means as we and the applicable Agent may agree upon. There is no arrangement for funds to be received in an escrow, trust or similar arrangement. The Agents will use commercially reasonable efforts consistent with their normal trading and sales practices to solicit offers to purchase the shares of our common stock under the terms and subject to the conditions set forth in the Sales Agreement. In connection with the sales of our common stock on our behalf, each of the Agents will be deemed to be an “underwriter” within the meaning of the Securities Act and the compensation of the Agents will be deemed to be underwriting commissions or discounts. We have also agreed to provide indemnification and contributions to the Agents against certain liabilities, including liabilities under the Securities Act and the Exchange Act. This offering of our common stock pursuant to the Sales Agreement will terminate as permitted therein. We, on the one hand, and each of the Agents, on the other hand, may terminate the Sales Agreement at any time upon five days’ prior notice. Each of the Agents and its affiliates may in the future provide various investment banking, commercial banking and other financial services for us and our affiliates, for which services it may in the future receive customary fees and compensation. To the extent required by Regulation M, the Agents will engage in any market making activities involving our common stock while the offering is ongoing under this prospectus supplement. This prospectus supplement in electronic format may be made available on a website maintained by the applicable Agent, and the applicable Agent may distribute this prospectus supplement electronically.

Dilution. If you invest in our Common Stockthis offering, you your ownership interest will experience immediate and substantial dilution be diluted immediately to the extent of the difference between the public offering price of our Common Stock in this offering per share and the as adjusted net tangible book value per share of our Common Stock immediately common stock after the giving effect to this offering. Our net tangible book value as of March 31, 2022 was $(359.9) million, or $(0.90) per share, based on the total number of shares of our common stock outstanding as of March 31, 2022. Net tangible book value per share is determined by subtracting our total liabilities from the total book value of our total tangible assets, which is total assets less intangible assets, and dividing this amount the difference by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock common stock deemed to be outstanding at June 30, 2021that date. After giving effect to our the assumed sale in this offering of 86,823,092 shares of our Common Stock common stock in the aggregate amount of $48,537,500 330,795,982 at an assumed public offering price of $8.74 3.81 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22May 23, 2021) 2022, and after deducting the sales agent deduction of commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30March 31, 2021 2022 would have been approximately $31,541,375(36.6) million, or $0.40 (0.08) per share of Common Stockshare. This represents an immediate increase in pro forma as adjusted net tangible book value of $0.61 0.82 per share to our existing stockholders and immediate dilution in net tangible book value of $8.34 3.89 per share to new investors purchasing our Common Stock common stock in this offering at the assumed public offering priceoffering. The following table illustrates this dilution on a per share basisbasis to new investors: Assumed public offering price per share $ 8.74 Historical net 3.81 Net tangible book value per share as of June 30March 31, 2021 2022 $ (0.210.90) Increase in net tangible book value per share attributable to new investors purchasing shares in this offering $ 0.61 0.82 As adjusted net tangible book value per share after giving effect to this offering $ 0.40 (0.08) Dilution per share to new investors participating in this offering $ 8.34 The table above assumes for illustrative purposes that an 3.89 We may also increase or decrease the aggregate dollar amount of 5,553,490 shares of our Common Stock we are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500offering from the amount set forth above. The information discussed above is illustrative only and will adjust based on the actual public offering price, the actual number of shares sold that we offer in this offering, if any, will be sold from time to time at various prices. An increase and other terms of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 per share, after deducting commissions determined at the time of each offer and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes onlysale. The above discussion foregoing table and table calculations are based on 72,742,689 397,956,762 shares of common stock outstanding as of March 31, 2022 and excludes the following: • 163,800 shares issued to GlobeImmune, Inc., our consolidated subsidiary, which are treated as treasury stock for purposes of U.S. generally accepted accounting principles; • 8,819,466 shares of our Common Stock common stock issuable upon exercise of options to purchase common stock that were outstanding as of June 30March 31, 2021, which excludes as of such date: 2022; • 1,071,782 6,149,411 shares of Common Stock reserved for issuance our common stock issuable upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units grantedthat were outstanding as of March 31, 2022; • 1,190,332 additional 1,638,000 shares of Common Stock our common stock subject to an outstanding warrant that will become exercisable if certain performance conditions are satisfied; • 336,274 shares of our common stock reserved for future issuance under our 2018 Equity Incentive 2015 Plan (there are no shares of common stock available for future issuance under the 2014 Plan); • 272,942 any shares of Common Stock reserved our common stock issuable to the former stockholders of Altor, including Dr. Xxxx-Xxxxxx and certain of his affiliates, in satisfaction of an aggregate of approximately $300.6 million in CVRs, which such stockholders may choose to receive in shares of our common stock, upon successful approval of a BLA or foreign equivalent for issuance under our 2018 Employee Stock Purchase PlanN-803 by December 31, 2022; • 5,616,112 any shares of Common Stock our common stock issuable to the former stockholders of Altor, including Dr. Soon-Shiong and certain affiliates, in satisfaction of an aggregate of approximately $300.6 million in CVRs, which such stockholders may choose to receive in shares of our common stock, upon exercise the first calendar year prior to December 31, 2026 in which worldwide net sales of outstanding warrants with N-803 exceed $1.0 billion; and • any shares of common stock that may be issued upon conversion of a weighted average exercise $300.0 million promissory note due December 17, 2022, issued to Nant Capital, LLC, an affiliate of Dr. Soon-Shiong, for unpaid principal and interest at a conversion price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 5.67 per share of common stock (subject to appropriate adjustment from time to time for aggregate gross proceeds any stock dividend, stock split, combination of approximately $4.6 millionshares, reorganization, recapitalization, reclassification or other similar event), in the event of a default on the loan (as defined in the promissory note), including if we do not repay the loan at maturity, and if we elect at our sole option, to settle the outstanding principal amount and accrued and unpaid interest due through conversion instead of payment in cash. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30unless we specifically state otherwise, 2021, under the Sales Agreement. Between July 1, 2021 and the date of all information in this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering supplement assumes no exercise of outstanding stock options subsequent to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plansMarch 31, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders2022.

Dilution. If you invest in our Common Stockcommon stock in this offering, you your ownership interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share of our Common Stock in this offering common stock and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the this offering. Our net tangible book value as of March 31, 2021 was approximately $160.5 million, or $2.49 per share. Net tangible book value per share is determined by subtracting our total liabilities from dividing our total tangible assets, which is less total assets less intangible assetsliabilities, and dividing this amount by the number of shares of Common Stock outstandingour common stock outstanding as of March 31, 2021. The historical Dilution in net tangible book value per share represents the difference between the amount per share paid by purchasers of shares of common stock in this offering and the as adjusted net tangible book value per share of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021common stock immediately after giving effect to this offering. After giving effect to our the sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 50.0 million in this offering at an assumed offering price of $8.74 per share (19.82, the last reported sale price of our Common Stock common stock on the The Nasdaq Capital Global Select Market on October 22May 6, 2021) , and after deducting the sales agent commissions and our estimated aggregate offering expenses payable by us, our as adjusted net tangible book value as of June 30March 31, 2021 would have been approximately $31,541,375208.6 million, or $0.40 3.11 per share of Common Stockshare. This represents an immediate increase in net tangible book value of $0.61 0.62 per share to existing stockholders and immediate dilution in net tangible book value of $8.34 16.71 per share to new investors purchasing our Common Stock common stock in this offering at the assumed public offering priceoffering. The following table illustrates this dilution on a per share basis: Assumed public offering price per share $ 8.74 Historical net 19.82 Net tangible book value per share as of June 30March 31, 2021 $ (0.21) 2.49 Increase in net tangible book value per share attributable to this offering new investors $ 0.61 0.62 As adjusted net tangible book value per share after this offering $ 0.40 3.11 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. 16.71 The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 19.82 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 50.0 million is sold at that price, would cause our as adjusted net tangible book value per share after the offering to be $3.12 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 17.70 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 19.82 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 50.0 million is sold at that price, would cause our as adjusted net tangible book value per share after the offering to be $3.11 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 15.71 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 shares of our Common Stock outstanding as of June 30, 2021, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon To the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock extent that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase common stock are exercised, investors purchasing our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there common stock in this offering will be experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that we raise additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders. The number of shares of common stock to be outstanding after this offering is based on 64,487,866 shares of common stock outstanding as of March 31, 2021 and excludes in each case as of March 31, 2021: • 3,445,371 shares of common stock issuable upon the exercise of outstanding stock options having a weighted-average exercise price of approximately $8.10 per share; • 251,646 shares of common stock issuable upon vesting of outstanding restricted stock units; • Up to 136,550 shares of common stock issuable upon the vesting of outstanding performance stock units; • Up to 1,560,100 shares of common stock issuable pursuant to outstanding performance-based options having a weighted-average exercise price of approximately $9.74 per share; and • 6,348,531 shares of common stock reserved for issuance pursuant to future awards under our 2019 Incentive Award Plan. S-14 PLAN OF DISTRIBUTION We have entered into the Equity Distribution Agreement with Xxxxx Xxxxxxx, under which we may offer and sell up to $50,000,000 of our shares of common stock from time to time through Xxxxx Xxxxxxx acting as agent. Sales of our shares of common stock, if any, under this prospectus supplement and the accompanying prospectus will be made by any method that is deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act. Each time we wish to issue and sell our shares of common stock under the Equity Distribution Agreement, we will notify Xxxxx Xxxxxxx of the number of shares to be issued, the time period during which such sales are requested to be made, any limitation on the number of shares to be sold in any one day and any minimum price below which sales may not be made. Once we have so instructed Xxxxx Xxxxxxx, unless Xxxxx Xxxxxxx declines to accept the terms of such notice, Xxxxx Xxxxxxx has agreed to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such shares up to the amount specified on such terms. The obligations of Xxxxx Xxxxxxx under the Equity Distribution Agreement to sell our shares of common stock are subject to a number of conditions that we must meet. The settlement of sales of shares between us and Xxxxx Xxxxxxx is generally anticipated to occur on the second full business day following the date on which the sale was made. Sales of our shares of common stock as contemplated in this prospectus supplement will be settled through the facilities of The Depository Trust Company or by such other means as we and Xxxxx Xxxxxxx may agree upon. There is no arrangement for funds to be received in an escrow, trust or similar arrangement. We will pay Xxxxx Xxxxxxx a commission of 3.0% of the aggregate gross proceeds we receive from each sale of our shares of common stock. Because there is no minimum offering amount required as a condition to close this offering, the actual total public offering amount, commissions and proceeds to us, if any, are not determinable at this time. In addition, we have agreed to reimburse Xxxxx Xxxxxxx for the fees and disbursements of its counsel, payable upon execution of the Equity Distribution Agreement, in an amount not to exceed $50,000, in addition to certain ongoing disbursements of its legal counsel. In accordance with Financial Industry Regulatory Authority, Inc. Rule 5110 these reimbursed fees and expenses are deemed sales compensation in connection with this offering. We estimate that the total expenses for the offering, excluding any commissions or expense reimbursement payable to Xxxxx Xxxxxxx under the terms of the Equity Distribution Agreement, will be approximately $350,000. The remaining sale proceeds, after deducting any other transaction fees, will equal our net proceeds from the sale of such shares. Xxxxx Xxxxxxx will provide written confirmation to us before the open on The Nasdaq Global Select Market on the day following each day on which our shares of common stock are sold under the Equity Distribution Agreement. Each confirmation will include the number of shares sold on that day, the volume-weighted average price of the shares sold and the proceeds to us of such shares. In connection with the sale of our shares of common stock on our behalf, Xxxxx Xxxxxxx will be deemed to be an “underwriter” within the meaning of the Securities Act, and the compensation of Xxxxx Xxxxxxx will be deemed to be underwriting commissions or discounts. We have agreed to indemnify Xxxxx Xxxxxxx against certain civil liabilities, including liabilities under the Securities Act. We have also agreed to contribute to payments Xxxxx Xxxxxxx may be required to make in respect of such liabilities. The offering of our shares of common stock pursuant to the Equity Distribution Agreement will terminate upon the earlier of (i) the sale of all shares of common stock subject to the Equity Distribution Agreement and (ii) the termination of the Equity Distribution Agreement as permitted therein. We and Xxxxx Xxxxxxx may each terminate the sales agreement at any time upon specified prior notice. This summary of the material provisions of the Equity Distribution Agreement does not purport to be a complete statement of its terms and conditions. A copy of the Equity Distribution Agreement is filed as an exhibit to a current report on Form 8-K filed under the Exchange Act and incorporated by reference in this prospectus supplement. Xxxxx Xxxxxxx and its affiliates has provided, and may in the future provide, various investment banking, commercial banking, financial advisory and other financial services for us and our affiliates, for which services they have received, and may in the future receive, customary fees. In the course of its business, Xxxxx Xxxxxxx may actively trade our securities for its own account or for the accounts of customers, and, accordingly, Xxxxx Xxxxxxx may at any time hold long or short positions in such securities. A prospectus supplement and the accompanying prospectus in electronic format may be made available on a website maintained by Xxxxx Xxxxxxx, and Xxxxx Xxxxxxx may distribute the prospectus supplement and the accompanying prospectus electronically.

Dilution. If you invest in our Common Stockcommon stock issued pursuant to this offering, you your ownership interest will experience immediate and substantial dilution be immediately diluted to the extent of the difference between the public offering price per share and the as adjusted net tangible book value per share after giving effect to this offering. We calculate net tangible book value per share by dividing the net tangible book value, which is the total tangible assets less total liabilities, by the number of outstanding shares of our Common Stock common stock. Dilution represents the difference between the portion of the amount per share paid by purchasers of shares in this offering and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30March 31, 2021 was approximately $(15,490,000)55.3 million, or $(0.21) 0.38 per share, based on 72,742,689 145,313,667 shares of Common Stock outstanding at June 30, 2021our common stock issued and outstanding. After giving effect to our the sale in this offering of shares of our Common Stock common stock during the term of the Sales Agreement with the Sales Agent in the aggregate amount of $48,537,500 100,000,000 at an assumed offering price of $8.74 3.58 per share (share, the last reported sale closing price of our Common Stock common stock on the Nasdaq Capital Market on October 22June 14, 2021) , and after deducting the sales agent commissions and our estimated aggregate offering expenses payable by us, on an as adjusted pro forma basis assuming 173,246,628 outstanding shares of common stock, our as adjusted net tangible book value as of June 30March 31, 2021 would have been approximately $31,541,375152.1 million, or approximately $0.40 0.88 per share of Common Stockour common stock. This represents an immediate increase in the net tangible book value of approximately $0.61 0.50 per share to our existing stockholders and an immediate dilution in net tangible book value of approximately $8.34 2.70 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution based on shares outstanding as of March 31, 2021: Assumed public offering price per share $ 8.74 Historical net 3.58 Net tangible book value per share as of June 30March 31, 2021 $ (0.21) 0.38 Increase in pro forma net tangible book value per share attributable to this offering $ 0.61 As adjusted 0.50 Pro forma net tangible book value per share share, after giving effect to this offering $ 0.40 0.88 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in pro forma net tangible book value per share to new investors participating in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. $ 2.70 The above discussion and table are based on 72,742,689 145,313,667 shares of our Common Stock common stock issued and outstanding as of June 30March 31, 20212021 (including 262,001 unvested shares of common stock), which and excludes as of such that date: • 1,071,782 ● 5,087,897 shares of Common Stock reserved for issuance our common stock issuable upon the exercise of outstanding stock options granted under our equity incentive plans with 2015 Stock Option Plan, or the 2015 Plan, at a weighted weighted- average exercise price of $0.82 0.95 per share; • 4,665,000 ● 3,582,427 shares of Common Stock our common stock issuable upon vesting the exercise of outstanding restricted stock units grantedwarrants, at a weighted-average exercise price of $0.87 per share; • 1,190,332 additional and ● 4,010,705 shares of Common Stock our common stock reserved for future issuance under our 2018 Equity Incentive the 2015 Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock Subsequent to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30March 31, 2021, under our issued and outstanding common stock increased to 145,564,182 (including 262,001 unvested shares of common stock), and is expected to increase further in connection with the Sales Agreement. Between July 1, 2021 anticipated exercise of certain stock options and warrants that are “in the money” as of the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised exercised, or we issue additional other shares under our equity incentive plansare issued, there will be investors purchasing shares in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these those securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price of our Common Stock in this offering per share and the as adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our net tangible book value as of September 30, 2020, was $438.4 million, or $4.48 per share share. Net tangible book value is determined by subtracting total tangible assets less our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount divided by the number of outstanding shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021common stock. After giving effect to our the sale of 3,397,508 shares of common stock in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 at an assumed public offering price of $8.74 44.15 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Global Select Market on October 22January 13, 2021) , and after deducting the sales agent offering commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June September 30, 2021 2020 would have been approximately $31,541,375583.5 million, or $0.40 5.76 per share of Common Stockcommon stock. This represents an immediate increase in net tangible book value of $0.61 1.28 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 38.39 per share to new investors purchasing our Common Stock participating in this offering at the assumed public offering priceoffering. The following table illustrates this dilution on a per share basis: Assumed offering price per share $ 8.74 Historical net tangible book value per share as of June 30, 2021 $ (0.21) Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 Dilution per share to new investors $ 8.34 participating in this offering. The table above assumes for as adjusted information is illustrative purposes that an aggregate only and will adjust based on the actual public offering prices per share in this offering, the actual number of 5,553,490 shares sold in this offering and other terms of the offering determined at the time our shares of common stock are sold pursuant to this prospectus. The as adjusted information assumes that all of our Common Stock shares of common stock in the aggregate amount of $150,000,000 are sold at a the assumed public offering price of $8.74 44.15 per share, for aggregate gross proceeds the last reported sale price of approximately $48,537,500our common stock on the Nasdaq Global Select Market on January 13, 2021. The shares of common stock sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed Assumed public offering price of $8.74 per share shown in the table above$ 44.15 Net tangible book value per share as of September 30, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution 2020 $ 4.48 Increase in net tangible book value per share attributable to new investors purchasing shares in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in 1.28 As adjusted net tangible book value per share after this offering 5.76 Dilution per share to new investors purchasing shares in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. $ 38.39 The above discussion and table are based on 72,742,689 shares of our Common Stock common stock issued and outstanding after this offering as of June September 30, 20212020, which excludes as of such dateand excludes: • 1,071,782 5,834,682 shares of Common Stock reserved for issuance common stock issuable upon the exercise of options outstanding options granted under our equity incentive plans as of September 30, 2020, with a weighted weighted-average exercise price of $0.82 14.27 per share; • 4,665,000 127,200 shares of Common Stock common stock issuable upon the vesting of restricted stock units outstanding as of September 30, 2020; • 5,101,557 shares of common stock reserved for future issuance under our 2019 Equity Incentive Plan as of September 30, 2020, as well as any automatic increases in the number of shares of common stock reserved for future issuance under this plan; and • 10,000 shares of common stock issuable upon the conversion of an equal number of shares of Series A preferred stock outstanding as of September 30, 2020. To the extent that any outstanding options are exercised or any shares of common stock are issued upon the vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise or conversion of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plansSeries A preferred stock, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock, you will experience immediate and substantial dilution to the extent of the difference between the public offering price of our Common Stock common stock in this offering and the adjusted net tangible book value per share of our Common Stock common stock immediately after the offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock common stock outstanding. The historical net tangible book value of our Common Stock common stock as of June 30March 31, 2021 2020 was approximately $(15,490,000)17.9 million, or $(0.21) 4.86 per share, based on 72,742,689 3,691,857 shares of Common Stock common stock outstanding at June 30March 31, 20212020. After giving effect to our sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 7,000,000 at an assumed public offering price of $8.74 5.11 per share (the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22July 10, 2021) 2020), and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30March 31, 2021 2020 would have been approximately $31,541,37524.6 million, or $0.40 4.86 per share of Common Stockcommon stock. This represents While this would not result in an immediate increase in net tangible book value of $0.61 per share to existing stockholders and stockholders, it would result in an immediate dilution in net tangible book value of $8.34 0.25 per share to new investors purchasing our Common Stock shares of common stock in this offering at the assumed public offering price. The following table illustrates this dilution on a per share basis: Assumed public offering price per share $ 8.74 5.11 Historical net tangible book value per share as of June 30March 31, 2021 2020 $ (0.21) 4.86 Increase in net tangible book value per share attributable to this offering new investors $ 0.61 0.00 As adjusted net tangible book value per share after this offering $ 0.40 4.86 Dilution per share to new investors $ 8.34 0.25 The table above assumes for illustrative purposes that an aggregate of 5,553,490 1,369,863 shares of our Common Stock common stock are sold at a price of $8.74 5.11 per share, the last reported sale price of our common stock on the Nasdaq Capital Market on July 10, 2020, for aggregate gross proceeds of approximately $48,537,5007,000,000. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 5.11 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 7,000,000 is sold at that price, would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 1.02 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 5.11 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 7,000,000 is sold at that price, would decrease the not result in dilution in net tangible book value per share to new investors in this offering to $7.34 per shareoffering, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 3,691,857 shares of our Common Stock common stock outstanding as of June 30March 31, 20212020, which excludes as of such date: • 1,071,782 166,008 shares of Common Stock common stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 30.66 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 509,206 additional shares of Common Stock common stock reserved for future issuance under our 2018 Equity 2017 Stock Incentive Plan; and • 272,942 858,698 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock common stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 18.67 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock common stock or outstanding warrants to purchase shares of our Common Stockcommon stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest purchase shares of our common stock in our Common Stockthis offering, you will experience immediate and substantial dilution to the extent of the difference between the public offering price per share and the pro forma as adjusted net tangible book value per share after giving effect to this offering. We calculate net tangible book value per share by dividing the net tangible book value, which is tangible assets less total liabilities, by the number of outstanding shares of our Common Stock common stock. Dilution represents the difference between the public offering price per share paid by purchasers in this offering and the pro forma as adjusted net tangible book value per share of our Common Stock common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30December 31, 2021 2020 was approximately $(15,490,000)27.1 million, or $(0.21) 0.51 per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving further effect to our the assumed sale in this offering of shares $50.0 million of our Common Stock in the aggregate amount of $48,537,500 common stock, at an assumed public offering price of $8.74 1.14 per share (share, the last reported sale price of our Common Stock common stock on the The Nasdaq Capital Market on October 22March 8, 2021) , and after deducting the sales agent commissions and our estimated offering expenses payable by us, our pro forma as adjusted net tangible book value as of June 30December 31, 2021 2020 would have been approximately $31,541,37575.4 million, or $0.40 0.77 per share of Common Stockcommon stock. This represents an immediate increase in the pro forma as adjusted net tangible book value of $0.61 0.27 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 0.37 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution: Assumed public offering price per share $ 8.74 Historical net 1.14 Net tangible book value per share as of June 30December 31, 2021 2020 $ (0.21) 0.51 Increase in pro forma net tangible book value per share attributable to this offering $ 0.61 As 0.27 Pro forma as adjusted net tangible book value per share after giving effect to this offering $ 0.40 0.77 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors participating in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. $ (0.37) The above table and discussion and table are is based on 72,742,689 53,551,461 shares of our Common Stock common stock outstanding as of June 30December 31, 2021, which excludes as of such date2020 and exclude the following: • 1,071,782 4,688,625 shares of Common Stock reserved for issuance common stock issuable upon the exercise of options outstanding options granted under our equity incentive plans with as of December 31, 2020 at a weighted average exercise price of $0.82 4.66 per share; • 4,665,000 143,000 shares of Common Stock issuable upon vesting of outstanding common stock underlying unvested restricted stock units grantedoutstanding as of December 31, 2020; • 1,190,332 additional 2,062,535 shares of Common Stock common stock reserved for future issuance under our 2018 Equity the 2020 Omnibus Long-Term Incentive Plan; • 272,942 shares Plan as of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per shareDecember 31, 2020; and • 2,060,000 40,389,431 shares of Common Stock to be issued common stock issuable upon the exercise of warrants outstanding as of December 31, 2020, of which there were warrants on October 22, 2021 to purchase (i) one share of our common stock at an exercise price of $2.25 0.07 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of share; (ii) 490,683 shares of our Common Stock that remained available for sale common stock at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date an exercise price of this prospectus supplement, we sold an aggregate of 12,164,728 $10.36 per share; (iii) 9,005 shares of our Common Stock for gross proceeds common stock at an exercise price of approximately $24 million under the Sales Agreement. The above illustration of dilution 33.31 per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase share; (iv) 1,556,420 shares of our Common Stockcommon stock at an exercise price of $1.16 per share; (v) 17,500,000 shares of our common stock at an exercise price of $1.25 per share; and (vi) 20,833,322 shares of our common stock at an exercise price of $0.72 per share. To the extent that any of these outstanding since December 31, 2020 options or warrants are exercised outstanding have been exercised, outstanding restricted stock units have vested or we issue additional other shares under our equity incentive planshave been issued, there will be investors purchasing shares in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders. PLAN OF DISTRIBUTION We have entered into the sales agreement with Xxxxxxxxxxx & Co. Inc. and Xxxxxxx Xxxxx & Company, L.L.C., each an Agent, and together the Agents, under which we may, over a period of time and from time to time, offer and sell shares of our common stock having an aggregate sales price of up to $50.0 million through the Agents, or to the Agents. Sales of our common stock through the Agents, if any, will be made by means of ordinary brokers’ transactions on The Nasdaq Capital Market or otherwise at market prices prevailing at the time of sale or at prices related to such prevailing market prices or as otherwise agreed upon by us. The Agents have advised us that they will not engage in any transactions that stabilize the price of our common stock. The Agents will use their commercially reasonable efforts to sell the common stock offered hereby, from time to time, based upon instructions in a placement notice from us (including any price, time or size limits or other parameters or conditions we may impose). The Agents’ obligations under the sales agreement to sell our common stock are subject to a number of conditions that we must meet. We or the Agents may suspend the offering of common stock upon proper notice and subject to other conditions. The Agents have agreed to provide written confirmation of any sales to us no later than the opening of the trading day on The Nasdaq Capital Market following the trading day on which shares of common stock were sold under the sales agreement. Each confirmation will include the number of shares sold on the preceding day, the net proceeds to us and the compensation payable by us to the Agents in connection with the sales. We will pay the Agents commissions for their services in acting as agents in the sale of common stock offered hereby. Under the sales agreement, the Agents will be entitled to compensation of 3% of the gross sales price of all shares sold through them as our agents. Also, we have agreed to reimburse the Agents their expenses incurred in connection with this offering, provided expense reimbursement in excess of $50,000 is subject to our approval, such approval not to be unreasonably withheld, conditioned or delayed. Because there is no minimum offering amount required as a condition to closing this offering, the actual total public offering amount, commissions and proceeds to us, if any, are not determinable at this time. We estimate that the total expenses for the offering, excluding compensation and reimbursement payable to the Agents under the terms of the sales agreement, will be approximately $230,000. If we sell common stock to the Agents, acting as principals, we will set forth the terms of such transactions in the applicable placement notice and, to the extent required by applicable law, we will describe these terms in a separate prospectus supplement or pricing supplement. Settlement of sales of common stock will occur on the second trading day following the date on which any sales are made, or on some other date that is agreed upon by us and the Agents in connection with a particular transaction, in return for payment of the net proceeds to us. There is no arrangement for funds to be received in any escrow, trust or similar arrangement. Sales of common stock in this offering, if any, as contemplated by this prospectus supplement and the accompanying prospectus will be settled through the facilities of The Depository Trust Company or by such other means as we and the Agents may agree upon. We will report at least quarterly the number of shares of common stock sold through or to the Agents under the sales agreement, the net proceeds to us and the compensation paid by us to the Agents in connection with the sales, if any. From time to time, the Agents and their affiliates have provided, and may in the future provide, various investment banking and advisory services for us for which they have received, and may in the future receive, customary fees and expenses. The Agents and their affiliates may, from time to time, engage in other transactions with and perform services for us in the ordinary course of their business. In the course of their businesses, the Agents and their affiliates may actively trade our securities or loans for their own account or for the accounts of customers, and, accordingly, the Agents and their affiliates may at any time hold long or short positions in such securities or loans. Xxxxxxxxxxx & Co. Inc. acted as sales agent under the At Market Issuance Sales Agreement, dated April 14, 2020 (the “2020 ATM Agreement”) and acted as representative of the several underwriters pursuant to the terms of the Underwriting Agreement dated October 22, 2020 (the “October 2020 Underwriting Agreement”). During the 180-day period prior to the date of this prospectus supplement, we have paid $161,319 in commissions under the 2020 ATM Agreement and $765,000 in commissions under the October 2020 Underwriting Agreement to Xxxxxxxxxxx & Co. Inc. and Xxxxxxxxxxx & Co. Inc. also received $80,377 and $75,000 in expense reimbursement for the 2020 ATM Agreement and the October 2020 Underwriting Agreement, respectively. In connection with the sale of our common stock in this offering, the Agents will be deemed to be “underwriters” within the meaning of the Securities Act and the compensation paid to the Agents will be deemed to be underwriting commissions or discounts. We have agreed to provide indemnification and contribution to the Agents against certain civil liabilities, including liabilities under the Securities Act.

Dilution. If you invest in our Common Stockcommon stock, you will may experience immediate and substantial dilution to the extent of the difference between the public offering price of our Common Stock per share you pay in this offering and the adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our net tangible book value as of September 30, 2020 was approximately $40.5 million, or approximately $0.66 per share share. Net tangible book value is determined by subtracting our total liabilities from our total tangible assets, which and net tangible book value per share is total assets less intangible assets, and determined by dividing this amount our net tangible book value by the number of outstanding shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021common stock. After giving effect to our the sale in this offering of shares of our Common Stock in common stock during the aggregate amount term of $48,537,500 the Sales Agreement at an assumed offering price of $8.74 5.89 per share (share, the last reported sale price of our Common Stock per common share on the Nasdaq Capital Market on October 22February 18, 2021) , and after deducting commissions of 3% of the sales agent commissions offering proceeds and our estimated aggregate offering expenses payable by us, us our as adjusted net tangible book value as of June September 30, 2021 2020 would have been approximately $31,541,37569.5 million, or approximately $0.40 1.05 per share of Common Stockshare. This represents an immediate increase in net tangible book value of approximately $0.61 0.39 per share to our existing stockholders and an immediate dilution in net tangible book value of approximately $8.34 4.84 per share to new investors purchasing our Common Stock participating in this offering at the assumed public offering priceoffering. The following table illustrates this dilution calculation on a per share basis: Assumed Public offering price per share of common stock $ 8.74 Historical net 5.89 Net tangible book value per share as of June September 30, 2021 2020 $ (0.21) 0.66 Increase in net tangible book value per share attributable to investors participating in this offering $ 0.61 As adjusted 0.39 Adjusted net tangible book value per share after giving effect to this offering $ 0.40 1.05 Dilution per share to new investors participating in this offering $ 8.34 4.84 The table above assumes for illustrative purposes that an aggregate of 5,553,490 5,093,379 shares of our Common Stock common stock are sold during the term of the Sales Agreement at a price of $8.74 5.89 per share, the last reported sale price per common share on The Nasdaq Capital Market on February 18, 2021, for aggregate gross proceeds of approximately $48,537,50030,000,000. The shares sold in this offering, if any, will be subject to the Sales Agreement are being sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 is 30,000,000 during the remaining term of the Sales Agreement are sold at that price, would increase our adjusted net tangible book value per share after the offering to $1.06 per share and would result in dilution in net tangible book value per share to new investors in this offering to of $9.33 5.83 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 is 30,000,000 during the term of the Sales Agreement are sold at that price, would decrease our adjusted net tangible book value per share after the offering to $1.03 per share, and would result in dilution in net tangible book value per share to new investors in this offering to of $7.34 per share3.86, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are is based on 72,742,689 61,117,926 shares of our Common Stock common stock outstanding as of June September 30, 20212020, and excludes the following: ● 6,070,082 shares of common stock issued between October 1, 2020 and the date of this prospectus supplement; ● 1,390,340 shares of common stock issuable upon exercise of options outstanding as of September 30, 2020, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with have a weighted average exercise price of $0.82 3.89 per share; • 4,665,000 ● 3,947,819 shares of Common Stock common stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 as of September 30, 2020, plus an additional 1,766,266 shares of Common Stock common stock issuable upon vesting of restricted stock units granted between October 1, 2020 and the date of this prospectus supplement; ● 399,441 shares of common stock reserved for issuance and available for future issuance grant under our 2018 Equity 2014 Stock Incentive PlanPlan as of September 30, 2020; • 272,942 ● 4,523,555 shares of Common common stock reserved for issuance and available for future grant under our 2019 Stock Incentive Plan as of the date of this prospectus supplement; ● 237,382 shares of common stock reserved for issuance under our 2018 Employee Stock Officer and Director Share Purchase PlanPlan as of September 30, 2020; • 5,616,112 and ● 103,500 shares of Common Stock common stock issuable upon exercise of warrants outstanding warrants with as of September 30, 2020, which have a weighted average exercise price of $8.40 1.90 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options or warrants to purchase our Common Stock or outstanding warrants to purchase shares common stock. The exercise of our Common Stock. To the extent that any of these outstanding options or warrants are exercised having an exercise or we issue additional shares under our equity incentive plans, there will be further conversion price less than the assumed offering price would increase dilution to new investorsinvestors participating in this offering. In addition, we may choose to raise additional capital due to depending on market conditions or conditions, our capital requirements and strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the our sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders. PLAN OF DISTRIBUTION We have entered into the sales agreement with X. Xxxxx Securities under which we may issue and sell our common stock from time to time through or to X. Xxxxx Securities acting as sales agent or principal. Sales of shares of our common stock, if any, under this prospectus may be made by any method that is deemed an “at the market offering” as defined in Rule 415 promulgated under the Securities Act. We may instruct X. Xxxxx Securities not to sell common stock if the sales cannot be effected at or above the price designated by us from time to time. We or X. Xxxxx Securities may suspend the offering of common stock upon notice and subject to other conditions.

Dilution. If you invest in our Common Stockordinary shares in this offering, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference difference between the public offering offering price of our Common Stock per ordinary share you pay in this offering offering and the pro forma as adjusted net tangible book value per ordinary share of our Common Stock immediately after the offeringthis offering. As of September 30, 2019, our net tangible book value was approximately $22.3 million, or $0.86 per ordinary share. Our net tangible book value represents our total tangible assets less our total liabilities. Our net tangible book value per ordinary share is determined by subtracting our total liabilities from our total net tangible assets, which is total assets less intangible assets, and dividing this amount book value divided by the number of ordinary shares issued and outstanding as of Common Stock outstandingSeptember 30, 2019. The historical As of September 30, 2019, our pro forma net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000)45.9 million, or $(0.21) 1.65 per ordinary share, based on 72,742,689 . Our pro forma net tangible book value per ordinary share is our net tangible book value divided by the number of ordinary shares outstanding as of Common Stock outstanding at June September 30, 20212019, after giving effect to the aggregate net proceeds from the October 2019 Ordinary Shares Offering after deducting underwriting discounts and commissions and other offering expenses. After giving effect effect to our (a) the pro forma adjustment described in the preceding paragraph and (b) the issuance and sale by us of 1,581,327 ordinary shares in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 offering at an assumed offering offering price of $8.74 17.54 per share (ordinary share, which was the last reported sale price of our Common Stock ordinary shares on the Nasdaq Capital Market on October 22February 5, 2021) 2020, and after deducting the sales agent commissions and our estimated offering offering expenses payable by us, our pro forma as adjusted net tangible book value as of June September 30, 2021 2019 would have been approximately $31,541,37572.5 million, or $0.40 2.46 per share of Common Stockordinary share. This represents an immediate increase in pro forma net tangible book value of $0.61 0.81 per ordinary share to existing stockholders shareholders and an immediate dilution in net tangible book value of $8.34 15.08 per ordinary share to new investors purchasing our Common Stock ordinary shares in this offering at offering, as illustrated in the assumed public offering price. The following table illustrates this dilution on a per share basistable: Assumed offering public offering price per share $ 8.74 Historical 17.54 Net tangible book value per share as of September 30, 2019 $ 0.86 Pro forma increase in net tangible book value per share 0.79 Pro forma net tangible book value per share as of June September 30, 2021 $ (0.21) 2019 1.65 Increase in pro forma net tangible book value per share attributable to this offering offering $ 0.61 As 0.81 Pro forma as adjusted net tangible book value per share after this offering giving effect to the offering $ 0.40 2.46 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in pro forma net tangible book value per share to new investors in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. offering $ 15.08 The above discussion and table are based on 72,742,689 25,964,190 ordinary shares of our Common Stock issued and outstanding as of June September 30, 20212019, which excludes as of such datedoes not include: • 1,071,782 (i) 465,900 ordinary shares of Common Stock reserved for issuance issuable upon the exercise of outstanding options granted under our equity incentive plans of which 367,900 were vested (with a weighted average exercise price of $0.82 28.64 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants ) and 98,000 were unvested (with a weighted average exercise price of $8.40 25.16 per share) (of which 48,500 were subject to time- based vesting and 49,500 were subject to performance-based vesting); and • 2,060,000 (ii) 600,000 ordinary shares of Common Stock underlying other stock-based awards, all unvested and subject to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021performance-based vesting, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock2017 Incentive Plan. To the extent that any of these outstanding options or warrants additional equity awards are exercised or we issue additional shares granted under our equity incentive plans2017 Incentive Plan in the future, there you will be experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could may result in further dilution to our stockholdersshareholders.

Dilution. If you invest in purchase shares of our Common StockStock in this offering, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share of our Common Stock in this offering and the adjusted net tangible book value per share of our Common Stock immediately after the this offering. Our As of September 30, 2021, our net tangible book value was $67.4 million, or $1.35 per share of common stock. We calculate net tangible book value per share is determined by subtracting dividing our total liabilities from our net tangible assets (total tangible assets, which is total assets less intangible assets, and dividing this amount total liabilities) by 50,000,000 the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock issued and outstanding as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June September 30, 2021. After giving effect to our the sale in this offering of shares by us of our Common Stock in the aggregate amount of $48,537,500 200,000,000 in this offering at an assumed offering price of $8.74 13.09 per share (share, which was the last reported sale price of our Common Stock on the Nasdaq Capital Market NASDAQ on October 22February 10, 2021) 2022, and after deducting the sales agent estimated commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June September 30, 2021 would have been approximately $31,541,375266.6 million, or $0.40 4.08 per share of Common Stock. This amount represents an immediate increase in net tangible book value of $0.61 2.73 per share of our Common Stock to existing stockholders and an immediate dilution of $9.01 per share of our Common Stock to purchasers in this offering. The following table illustrates the dilution: Assumed public offering price per share of our Common Stock $13.09 Net tangible book value per share of our Common Stock as of September 30, 2022 $1.35 Increase per share of our Common Stock attributable to new investors $2.73 As adjusted net tangible book value of $8.34 per share of our Common Stock, after giving effect to this offering $ 4.08 Dilution per share of our Common Stock to new investors purchasing our Common Stock in this offering at the assumed public offering price. The following table illustrates this dilution on a per share basis: Assumed offering price per share $ 8.74 Historical net tangible book value per share as of June 30, 2021 $ (0.219.01 ) Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 Dilution per share to new investors $ 8.34 The table above assumes assumes, for illustrative purposes purposes, that an aggregate of 5,553,490 15,278,838 shares of our Common Stock are sold at a price of $8.74 13.09 per share, which was the last reported sale price of our Common Stock on NASDAQ on February 10, 2022, for aggregate gross proceeds of approximately $48,537,500200,000,000. The shares of our Common Stock sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares of our Common Stock are sold from the assumed public offering price of $8.74 13.09 per share shown in the table above, assuming all of the shares of our Common Stock in the aggregate amount of approximately $48,537,500 is 200,000,000 during the term of the Sales Agreement are sold at that price, would increase our as adjusted net tangible book value per share of our Common Stock after the offering to $4.15 per share and would increase the dilution in net tangible book value per share of our Common Stock to new investors in this offering to $9.33 9.94 per share, after deducting estimated commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 13.09 per share shown in the table above, assuming all of the shares of our Common Stock in the aggregate amount of approximately $48,537,500 is 200,000,000 during the term of the Sales Agreement are sold at that price, would decrease our as adjusted net tangible book value per share of our Common Stock after the offering to $4.01 per share and would decrease the dilution in net tangible book value per share of our Common Stock to new investors in this offering to $7.34 8.08 per share, after deducting estimated commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes onlyonly and may differ based on the actual offering price and the actual number of shares of our Common Stock sold in this offering. The number of shares of our Common Stock expected to be outstanding immediately after this offering included in the table above discussion and table are is based on 72,742,689 50,000,000 shares of our Common Stock, reflective of the number of shares of our Common Stock outstanding as of June September 30, 2021, which 2021 and excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of 13,660,117 shares of our Common Stock issuable under our 2021 Omnibus Incentive Plan. To the extent that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 other shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to are issued, investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase purchasing shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be Stock in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these those securities could result in further dilution to our stockholders.

Dilution. If you invest purchase shares of our common stock in our Common Stockthis offering, you will experience immediate and substantial dilution to the extent of the difference between the public offering price of our Common Stock in this offering per share and the as adjusted net tangible book value per share after giving effect to this offering. We calculate net tangible book value (deficit) per share by dividing the net tangible book value (deficit), which is tangible assets less total liabilities, by the number of outstanding shares of our Common Stock common stock. Dilution represents the difference between the public offering price per share paid by purchasers in this offering and the as adjusted net tangible book value (deficit) per share of our common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock (deficit) as of June 30December 31, 2021 2022 was approximately $(15,490,000)10.6) million, or $(0.210.20) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving further effect to the assumed sale of shares of our sale common stock in this offering of shares of our Common Stock $20.0 million in the aggregate amount of $48,537,500 at an assumed public offering price of $8.74 1.60 per share (the last reported sale price of our Common Stock on the Nasdaq Capital Market on October 22share, 2021) and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30December 31, 2021 2022 would have been approximately $31,541,3758.66 million, or $0.40 0.13 per share of Common Stockcommon stock. This represents an immediate increase in the as adjusted net tangible book value of $0.61 0.33 per share to our existing stockholders and an immediate dilution in net tangible book value per share of $8.34 per share 1.47 to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution to new investors: Assumed public offering price per share $ 8.74 Historical net 1.60 Net tangible book value (deficit) per share as of June 30December 31, 2021 2022 $ (0.210.20) Increase in net tangible book value per share attributable to this offering $ 0.61 0.33 As adjusted net tangible book value per share after giving effect to this offering $ 0.40 0.13 Dilution per share to new investors participating in this offering $ 8.34 The 1.47 For illustrative purposes, the table above assumes for illustrative purposes that an aggregate of 5,553,490 12,500,000 shares of our Common Stock common stock are sold at a an assumed price of $8.74 1.60 per share, share for aggregate gross proceeds of approximately $48,537,50020.0 million. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 0.50 per share in the price at which the shares are sold from the assumed public offering price of $8.74 1.60 per share shown in the table above, assuming that all shares of our Common Stock common stock in the aggregate amount of approximately $48,537,500 20.0 million during the term of the Sales Agreement is sold at that price, would result in an increase the dilution in net tangible book value per share to new investors in this offering from $0.3284 to $9.33 0.3346 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 0.50 per share in the price at which the shares are sold from the assumed public offering price of $8.74 1.60 per share shown in the table above, assuming that all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 20.0 million during the term of the Sales Agreement is sold at that price, would result in a decrease the dilution in net tangible book value per share to new investors in this offering from $0.3284 to $7.34 0.3181 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes onlyonly and may differ based on the actual offering price and the actual number of shares sold. The number of outstanding shares of common stock immediately after this offering as set forth above discussion and table are is based on 72,742,689 53,790,167 shares of our Common Stock common stock outstanding as of June 30December 31, 20212022, which excludes as of such dateexcludes: • 1,071,782 5,519,315 shares of Common Stock reserved for issuance common stock issuable upon the exercise of outstanding options granted issued under our equity employee stock incentive plans with plan at a weighted average exercise price of $0.82 2.28 per shareshare of common stock; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 up to 136,738 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock common stock that are reserved for issuance under our 2018 Employee Stock Purchase Planemployee stock incentive plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding 14,586,522 warrants to purchase shares of our Common Stockcommon stock, which are exercisable for 14,586,522 shares of common stock; and • 16,192,621 shares of common stock issuable upon conversion of the 2024 Notes. To the extent that any of these outstanding options or warrants are exercised exercised, or we issue additional shares of common stock under our equity employee stock incentive plansplan, there will may be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity equity, including sales of common stock under our other at the market offering program, or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders. PLAN OF DISTRIBUTION We have entered into the Sales Agreement with X.X. Xxxxxxxxxx & Co., LLC, as the sales agent, under which we may, over a period of time and from time to time, offer and sell shares of our common stock having an aggregate sales price of up to $20,000,000 through the Sales Agent or to the Sales Agent. We have filed a copy of the Sales Agreement as an exhibit to the Current Report on Form 8-K which is incorporated by reference in the registration statement of which this prospectus supplement forms a part. The sales, if any, of our common stock made under the Sales Agreement, and to which this prospectus supplement relates, will be made in “at the market” offerings as defined in Rule 415 under the Securities Act, including block trades and sales made in ordinary brokers’ transactions on the NYSE American or otherwise at market prices prevailing at the time of the sale, at prices related to prevailing market prices or at negotiated prices. If we and the Sales Agent agree on any method of distribution other than sales of shares of our common stock into the NYSE American or another existing trading market in the United States at market prices, we will file a prospectus supplement providing all information about such offering as required by Rule 424(b) under the Securities Act. The offering of common stock pursuant to the Sales Agreement will terminate upon the earlier of (1) the sale of common stock having an aggregate sales price of $20,000,000, (2) the expiration date of the registration statement of which this prospectus supplement and the accompanying prospectus are a part and (3) the termination by us or the Sales Agent of the Sales Agreement pursuant to its terms. We also may sell shares of our common stock to the Sales Agent, as principal for its own account, at a price per share agreed upon at the time of sale. If we sell shares of our common stock to the Sales Agent, as principal, we will enter into a separate terms agreement with such Sales Agent, and we will describe the agreement in a separate prospectus supplement. From time to time during the term of the Sales Agreement, we may deliver a placement notice to the Sales Agent specifying the length of the selling period, the amount of shares of common stock to be sold and the minimum price below which sales may not be made. The Sales Agent has agreed that, upon receipt of a placement notice from us that is accepted by the Sales Agent, and is subject to the terms and conditions of the Sales Agreement, the Sales Agent will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such shares of our common stock on such terms. We or the Sales Agent may suspend the offering of the shares of common stock at any time upon proper notice to the other party, upon which the selling period will immediately terminate. Settlement for sales of the shares of our common stock is expected to occur on the second business day following the date on which any sales were made. The obligation of the Sales Agent under the Sales Agreement to sell common shares pursuant to any placement notice is subject to a number of conditions, which the Sales Agent reserves the right to waive in its sole discretion. If acting as sales agent, the Sales Agent will provide to us written confirmation following the close of trading on the NYSE American on each trading day on which shares are sold under the Sales Agreement. Each confirmation will include the number of shares sold on that day, the aggregate gross sales proceeds of the shares, the net proceeds to us (after deduction of any transaction fees, transfer taxes or similar taxes or fees imposed by any governmental entity or self-regulatory organization in respect of such sales) and the aggregate compensation payable by us to the Sales Agent with respect to such sales. We will report, on a quarterly basis, the number of shares sold by or through the Sales Agent during such quarterly fiscal period, the net proceeds received by the Company and the aggregate compensation paid by the Company to the Sales Agent with respect to such sales. We will pay the Sales Agent a commission of 3.0% of the gross sales price per share for any shares sold through it as an agent under the Sales Agreement. We have agreed to reimburse the Sales Agent for certain fees and expenses in connection with this offering, including the fees and disbursements of counsel to the Sale Agent, up to an amount not to exceed $50,000. In connection with the sale of our common stock on our behalf, the Sales Agent may be deemed to be an “underwriter” within the meaning of the Securities Act, and the compensation paid to the Sales Agent may be deemed to be underwriting commissions or discounts. We have agreed in the Sales Agreement to provide indemnification and contribution to the Sales Agent against certain civil liabilities, including liabilities under the Securities Act. Sales of our common stock, which are the subject of this offering, may be issued from shares that we hold as treasury shares. Sales of the common stock as contemplated by this prospectus supplement will be settled through the facilities of The Depository Trust Company or by such other means as we and the Sales Agent may agree upon. The offering of the common stock pursuant to the Sales Agreement will terminate upon the earliest of (1) the sale of the maximum aggregate amount of our common stock subject to the Sales Agreement, (2) the expiration date of the registration statement of which this prospectus supplement and the accompanying base prospectus are a part, and (3) the termination of the Sales Agreement by either party at any time upon three days’ notice, or by the Sales Agent, upon notice to the Company, in certain circumstances, including certain bankruptcy events relating to us or any material subsidiary, our failure to maintain a listing of our common stock on the NYSE American or the occurrence of a material adverse effect on our Company. We estimate that the total expenses of this offering payable by us, excluding commissions payable to the Sales Agent under the Sales Agreement, will be approximately $150,000. The Sales Agent and its affiliates are full service financial institutions engaged in various activities, which may include sales and trading, commercial and investment banking, advisory, investment management, investment research, principal investment, hedging, market making, brokerage and other financial and non-financial activities and services. The Sales Agent and its affiliates have provided, and may in the future provide, a variety of these services to us and to persons and entities with relationships with us, for which they received or will receive customary fees and expenses. In the ordinary course of their various business activities, the Sales Agent and its affiliates, officers, directors and employees may purchase, sell or hold a broad array of investments and actively trade securities, derivatives, loans, commodities, currencies, credit default swaps and other financial instruments for their own account and for the accounts of their customers, and such investment and trading activities may involve or relate to our assets, securities and/or instruments (directly, as collateral securing other obligations or otherwise) and/or persons and entities with relationships with us. The Sales Agent and its affiliates may also communicate independent investment recommendations, market color or trading ideas and/or publish or express independent research views in respect of such assets, securities or instruments and may at any time hold, or recommend to clients that they should acquire, long and/or short positions in such assets, securities and instruments. No Public Offering Outside of the United States Other than in the United States, no action has been taken that would permit a public offering of the securities offered by this prospectus supplement and the accompanying base prospectus in any jurisdiction where action for that purpose is required. The securities offered by this prospectus supplement and the accompanying base prospectus may not be offered or sold, directly or indirectly, nor may this prospectus supplement and the accompanying base prospectus or any other offering material or advertisements in connection with the offer and sale of any such securities be distributed or published in any jurisdiction, except under circumstances that will result in compliance with the applicable rules and regulations of that jurisdiction. Persons into whose possession this prospectus supplement and the accompanying base prospectus comes are advised to inform themselves about and to observe any restrictions relating to the offering and the distribution of this prospectus supplement and the accompanying base prospectus. This prospectus supplement and the accompanying base prospectus do not constitute an offer to sell or a solicitation of an offer to buy any securities offered by this prospectus supplement and the accompanying base prospectus in any jurisdiction in which such an offer or a solicitation is unlawful.

Dilution. If you invest purchase shares of our common stock in our Common Stockthis offering, you will experience immediate and substantial dilution to the extent of the difference between the public offering price per share and the pro forma as adjusted net tangible book value per share after giving effect to this offering. We calculate net tangible book value per share by dividing the net tangible book value, which is tangible assets less total liabilities, by the number of outstanding shares of our Common Stock common stock. Dilution represents the difference between the public offering price per share paid by purchasers in this offering and the pro forma as adjusted net tangible book value per share of our Common Stock common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30March 31, 2021 2019 was approximately $(15,490,000)3.5 million, or $(0.21) 0.10 per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to the sale in April 2019 of 9,375,000 units of common stock and warrants at a public offering price of $1.60 per unit (assuming no exercise of the warrants included in the units, no value is attributed to such warrants and such warrants are classified and accounted for as equity), and after deducting the placement agent fees and estimated offering expenses payable by us in such offering, our pro forma net tangible book value as of March 31, 2019 would have been $17.4 million, or $0.39 per share of common stock. After giving further effect to the assumed sale in this offering of shares $15.0 million of our Common Stock in the aggregate amount of $48,537,500 common stock, at an assumed public offering price of $8.74 1.17 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq The NASDAQ Capital Market on October July 22, 2021) 2019, and after deducting the sales agent commissions and our estimated offering expenses payable by us, our pro forma as adjusted net tangible book value as of June 30March 31, 2021 2019 would have been approximately $31,541,37531.8 million, or $0.40 0.56 per share of Common Stockcommon stock. This represents an immediate increase in the pro forma as adjusted net tangible book value of $0.17 per share to our existing stockholders and an immediate dilution in net tangible book value of $0.61 per share to existing stockholders and immediate dilution in net tangible book value of $8.34 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution: Assumed public offering price per share $ 8.74 Historical net 1.17 Net tangible book value per share as of June 30March 31, 2021 2019 $ (0.21) 0.10 Increase in net tangible book value per share attributable to the April 2019 offering $ 0.29 Pro forma net tangible book value per share after April 2019 offering $ 0.39 Increase in pro forma net tangible book value per share attributable to this offering $ 0.61 As 0.17 Pro forma as adjusted net tangible book value per share after giving effect to this offering $ 0.40 0.56 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors participating in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. $ 0.61 The above table and discussion and table are is based on 72,742,689 34,409,030 shares of our Common Stock common stock outstanding as of June 30March 31, 20212019 and exclude the following, which excludes all as of such dateMarch 31, 2019: • 1,071,782 2,769,000 shares of Common Stock reserved for issuance common stock issuable upon the exercise of outstanding options granted under our equity incentive plans stock options, vested and unvested, with a weighted weighted-average exercise price of $0.82 2.65 per share; • 4,665,000 6,777,015 shares of Common Stock common stock issuable upon vesting the exercise of outstanding restricted stock units grantedwarrants with a weighted-average exercise price of $1.96 per share; and • 1,190,332 additional up to an aggregate of 1,681,000 shares of Common Stock common stock reserved for future issuance under our 2018 Equity Incentive 2015 Stock Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants outstanding as of March 31, 2019 have been or are exercised exercised, or we issue additional other shares under our equity incentive plansare issued, there will be investors purchasing shares in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest purchase shares of our common stock in our Common Stockthis offering, you your ownership interest will experience immediate and substantial dilution be immediately diluted to the extent of the difference between the public offering price of our Common Stock per share you pay in this offering and the net tangible book value per share of our common stock immediately after this offering. We calculate net tangible book value per share by dividing our net tangible book value, which represents our tangible assets less total liabilities, by the number of outstanding shares of our common stock. Dilution represents the difference between the amount per share paid by purchasers of shares in this offering and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock common stock as of June 30December 31, 2021 2020 was approximately $(15,490,000)36.5 million, or approximately $(0.21) 2.15 per shareshare of common stock, based on 72,742,689 16,937,561 shares of Common Stock our common stock outstanding at June 30, 2021as of that date. After giving effect to our the sale in this offering of shares of our Common Stock common stock in the aggregate amount of approximately $48,537,500 10 million at an assumed offering price of $8.74 6.19 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq The NASDAQ Capital Market on October 22March 5, 2021) , and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30December 31, 2021 2020 would have been approximately $31,541,37545.9 million, or approximately $0.40 2.47 per share of Common Stockcommon stock. This amount represents an immediate increase in net tangible book value of approximately $0.61 0.32 per share to our existing stockholders and an immediate dilution in net tangible book value of approximately $8.34 3.72 per share to new investors purchasing our Common Stock shares of common stock in this offering at the assumed public offering priceoffering. The following table illustrates this dilution calculation on a per share basis: Assumed . The as adjusted information is illustrative only and will change based on the actual price to the public, the actual number of shares sold and other terms of the offering determined at the time shares of our common stock are sold pursuant to this prospectus supplement. The as adjusted information assumes that all of our common stock in the aggregate amount of approximately $10 million is sold at the assumed offering price of $6.19 per share, the last reported sale price of our common stock on The NASDAQ Capital Market on March 5, 2021. Public offering price per share $ 8.74 Historical net 6.19 Net tangible book value per share as of June 30December 31, 2021 2020 $ (0.21) 2.15 Increase in net tangible book value per share attributable to this offering $ 0.61 0.32 As adjusted net tangible book value per share as of December 31, 2020, after giving effect to this offering $ 0.40 2.47 Dilution per share to new investors participating in this offering $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. 3.72 The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 is 10 million during the remaining term of the Distribution Agreement are sold at that price, would increase our adjusted net tangible book value per share after the offering to $2.51 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 4.68 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 is 10 million during the term of the Distribution Agreement are sold at that price, would instead decrease our adjusted net tangible book value per share after the offering to $2.43 per share, and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 2.76 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 16,937,561 shares of our Common Stock common stock outstanding as of June 30December 31, 20212020 and excludes, which excludes as of such that date, the following: • 1,071,782 ● 1,332,884 shares of Common Stock reserved for issuance common stock issuable upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting and settlement of outstanding restricted stock units grantedand performance awards, with a weighted-average grant-date fair value per share of $1.86 per share; • 1,190,332 additional and ● up to an aggregate of 26,846 shares of Common Stock common stock reserved for future issuance under our 2018 Equity Incentive the Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options restricted stock units or warrants are exercised performance awards vest, or we otherwise issue additional shares under of common stock in the future, investors purchasing our equity incentive plans, there will be common stock in this offering may experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders. DIVIDEND POLICY We have never paid cash dividends on our common stock and have no current plan to do so in the foreseeable future. The declaration and payment of dividends on our common stock are subject to the discretion of the Board and are further limited by our credit agreements and other contractual agreements we may have in place from time to time. The decision of the Board to pay future dividends will depend on general business conditions, the effect of a dividend payment on our financial condition, and other factors our Board may consider relevant. The current policy of the Board is to reinvest cash generated in our operations to promote future growth and to fund potential investments.

Dilution. If you invest purchase shares of our common stock in our Common Stockthis offering, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price of our Common Stock in this offering per share and the adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our We calculate net tangible book value per share is determined by subtracting dividing our total liabilities from our total net tangible assets, which is total assets (tangible assets less intangible assets, and dividing this amount total liabilities) by the number of shares of Common Stock outstandingour common stock issued and outstanding as of June 30, 2020. The Our historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 20212020 was approximately $68.5 million or $0.34 per share of our common stock. After giving effect to our the sale in this offering of shares of our Common Stock common stock in the aggregate amount of approximately $48,537,500 50,000,000 in this offering, at an assumed offering price of $8.74 0.89 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market NYSE on October 22August 7, 2021) 2020, and after deducting the sales agent commissions and our estimated offering expenses and commissions payable by us, our as adjusted net tangible book value as of June 30, 2021 2020 would have been approximately $31,541,375116.7 million, or $0.40 0.46 per share of Common Stockour common stock. This represents an immediate increase in the net tangible book value of $0.61 0.12 per share of our common stock to our existing stockholders and an immediate dilution in net tangible book value of $8.34 0.43 per share of our common stock to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution: Assumed public offering price per share $ 8.74 Historical net 0.89 Net tangible book value per share as of June 30, 2021 2020 $ (0.21) 0.34 Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted 0.12 Adjusted net tangible book value per share as of June 30, 2020, after giving effect to this offering $ 0.40 0.46 Dilution per share to new investors purchasing shares in this offering $ 8.34 0.43 The table above assumes for illustrative purposes that an aggregate of 5,553,490 56,179,776 shares of our Common Stock common stock are sold at a price of $8.74 0.89 per share, the last reported sale price of our common stock on the NYSE American on August 7, 2020, for aggregate gross proceeds of approximately $48,537,50050.0 million. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 0.10 per share in the price at which the shares are sold from the assumed public offering price of $8.74 0.89 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 50,000,000 is sold at that price, would increase our adjusted net tangible book value per share after the offering to $0.49 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 0.50 per share, after deducting commissions and estimated offering expenses and commissions payable by us. A decrease of $1.00 0.10 per share in the price at which the shares are sold from the assumed public offering price of $8.74 0.89 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 50,000,000 is sold at that price, would increase our adjusted net tangible book value per share after the offering to $0.47 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 0.32 per share, after deducting commissions and estimated offering expenses and commissions payable by us. This information is supplied for illustrative purposes only. The information above discussion and table are is based on 72,742,689 198,873,477 shares of our Common Stock common stock outstanding as of June 30, 20212020, which excludes as of such dateand excludes: • 1,071,782 ● 22,316,997 shares of Common Stock reserved for issuance our common stock issuable upon the exercise of stock options outstanding options granted under our equity incentive plans with at a weighted average exercise price of $0.82 1.27 per share; • 4,665,000 ● 9,104,000 shares issuable upon conversion of outstanding shares of Common Stock Series B Preferred Stock; ● 1,327,810 shares of our common stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon the exercise of warrants outstanding warrants with at a weighted average exercise price of $8.40 0.62 per share; ● 3,000,000 shares issuable upon achievement of certain milestones pursuant to the terms of our merger agreement with Aquarius Biotechnologies, Inc.; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of ● 4,111,956 additional shares of our Common Stock that remained common stock available for sale at June 30, 2021, future issuance under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stockequity compensation plan. To the extent that any of these outstanding options or warrants are exercised exercised, or we issue additional other shares, investors purchasing shares under our equity incentive plans, there will be in this offering could experience further dilution to new investorsdilution. In addition, to the extent that we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these those securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock, you your interest will experience immediate and substantial dilution be diluted immediately to the extent of the difference between the public offering price of our Common Stock in this offering per share and the adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our The net tangible book value of our common stock as of June 30, 2020, was approximately $24.9 million, or approximately $2.22 per share, after giving effect to the reverse stock split of 15 to 1 that was effective on June 15, 2020. Net tangible book value per share represents the amount of our total tangible assets, excluding goodwill and intangible assets, less total liabilities, divided by the total number of shares of our common stock outstanding. Dilution per share to new investors represents the difference between the amount per share paid by purchasers for each share of common stock in this offering and the net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as common stock immediately following the completion of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021this offering. After giving effect to our the sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 30,000,000 at an assumed offering price of $8.74 27.54 per share (share, the last reported sale price of our Common Stock common stock on September 3, 2020 on the Nasdaq Capital Market on October 22Market, 2021) and after deducting the sales agent estimated commissions and our estimated offering expenses payable by usexpenses, our as as-adjusted net tangible book value as of June 30, 2021 2020 would have been approximately $31,541,375, 53.82 million or approximately $0.40 4.38 per share of Common Stockshare. This represents an immediate increase in net tangible book value of approximately $0.61 2.16 per share to our existing stockholders and an immediate dilution in as-adjusted net tangible book value of approximately $8.34 23.16 per share to new investors purchasing purchasers of our Common Stock common stock in this offering at offering, as illustrated by the assumed public offering price. The following table illustrates this dilution on a per share basistable: Assumed offering price per share $ 8.74 Historical 27.54 Net tangible book value per share as of June 30, 2020 $2.22 Increase per share attributable to this offering $2.16 As-adjusted net tangible book value per share as of June 30, 2021 $ (0.21) Increase in net tangible book value per share attributable 2020, after giving effect to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 4.38 Dilution per share to new investors participating in this offering $ 8.34 23.16 The table above assumes assumes, for illustrative purposes that only, an aggregate of 5,553,490 1,089,324 shares of our Common Stock common stock are sold at a price of $8.74 27.54 per share, for aggregate gross proceeds of approximately $48,537,50030,000,000. The shares sold in this offeringshares, if any, sold in this offering will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 27.54 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 30,000,000 is sold at that price, would increase our adjusted net tangible book value per share after the offering to $4.39 per share and increase the dilution in net tangible book value per share to new investors in this offering to $9.33 24.15 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 27.54 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 30,000,000 is sold at that price, would decrease the adjusted net tangible book value per share after the offering to $4.37 per share and decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 22.17 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes only. The table above discussion and table are is based on 72,742,689 11,198,315 shares of our Common Stock common stock outstanding as of June 30, 20212020, after giving effect to the reverse stock split of 15 to 1 that was effective on June 15, 2020 and excludes the following shares which excludes have also been updated for the reverse stock split: • 2,752,546 shares of our common stock issuable upon exercise of warrants outstanding as of such date: • 1,071,782 June 30, 2020, with an exercise price of $10.56 per share and 4,434 shares of Common Stock reserved for issuance our common stock issuable upon the exercise of warrants outstanding as of June 30, 2020 with an exercise price of $140.25 per share; • 821,910 shares of our common stock issuable upon exercise of options granted under our equity incentive plans outstanding as of June 30, 2020, with a weighted weighted-average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 6.21 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of 500,000 shares of our Common Stock that remained common stock available for sale at June 30future grants under our 2020 Inducement Equity Incentive Plan adopted as of July 26, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock2020. To the extent that after June 30, 2020 any of these outstanding options or warrants were or are exercised exercised, new equity awards were or we issue additional shares are issued under our equity incentive plansplan, or we otherwise issued or issue additional shares of common stock in the future at prices per share below the price per share for any shares sold in this offering, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in purchase shares of our Common StockStock in this offering, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share of our Common Stock in this offering and the adjusted net tangible book value per share of our Common Stock immediately after the this offering. Our As of December 31, 2021, our net tangible book value was $119.9 million, or $1.20 per share of common stock. We calculate net tangible book value per share is determined by subtracting dividing our total liabilities from our net tangible assets (total tangible assets, which is total assets less intangible assets, and dividing this amount total liabilities) by 99,976,253 the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock issued and outstanding as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30December 31, 2021. After giving effect to our the sale in this offering of shares by us of our Common Stock in the aggregate amount of $48,537,500 200,000,000 in this offering at an assumed offering price of $8.74 4.51 per share (share, which was the last reported sale price of our Common Stock on the Nasdaq Capital Market on October April 22, 2021) 2022, and after deducting the sales agent estimated commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30December 31, 2021 would have been approximately $31,541,375313.6 million, or $0.40 2.17 per share of Common Stock. This amount represents an immediate increase in net tangible book value of $0.61 0.97 per share of our Common Stock to existing stockholders and an immediate dilution of $2.34 per share of our Common Stock to purchasers in this offering. The following table illustrates the dilution: Assumed public offering price per share of our Common Stock $4.51 Net tangible book value per share of our Common Stock as of December 31, 2021 $1.20 Increase per share of our Common Stock attributable to new investors $0.97 As adjusted net tangible book value of $8.34 per share of our Common Stock, after giving effect to this offering $2.17 Dilution per share of our Common Stock to new investors purchasing our Common Stock in this offering at the assumed public offering price. The following table illustrates this dilution on a per share basis: Assumed offering price per share $ 8.74 Historical net tangible book value per share as of June 30, 2021 $ (0.21) Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 Dilution per share to new investors $ 8.34 $2.34 The table above assumes assumes, for illustrative purposes purposes, that an aggregate of 5,553,490 44,345,898 shares of our Common Stock are sold at a price of $8.74 4.51 per share, which was the last reported sale price of our Common Stock on Nasdaq on April 22, 2022, for aggregate gross proceeds of approximately $48,537,500200,000,000. The shares of our Common Stock sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares of our Common Stock are sold from the assumed public offering price of $8.74 4.51 per share shown in the table above, assuming all of the shares of our Common Stock in the aggregate amount of approximately $48,537,500 is 200,000,000 during the term of the Sales Agreement are sold at that price, would increase our as adjusted net tangible book value per share of our Common Stock after the offering to $2.30 per share and would increase the dilution in net tangible book value per share of our Common Stock to new investors in this offering to $9.33 3.21 per share, after deducting estimated commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 4.51 per share shown in the table above, assuming all of the shares of our Common Stock in the aggregate amount of approximately $48,537,500 is 200,000,000 during the term of the Sales Agreement are sold at that price, would decrease our as adjusted net tangible book value per share of our Common Stock after the offering to $2.00 per share and would decrease the dilution in net tangible book value per share of our Common Stock to new investors in this offering to $7.34 1.51 per share, after deducting estimated commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes onlyonly and may differ based on the actual offering price and the actual number of shares of our Common Stock sold in this offering. The number of shares of our Common Stock expected to be outstanding immediately after this offering included in the table above discussion and table are is based on 72,742,689 99,976,253 shares of our Common Stock, reflective of the number of shares of our Common Stock outstanding as of June 30, 2021, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22December 31, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of excludes 13,660,117 shares of our Common Stock issuable under our 2021 Omnibus Incentive Plan. To the extent that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 other shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to are issued, investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase purchasing shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be Stock in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these those securities could result in further dilution to our stockholders. DIVIDEND POLICY We have never declared or paid any cash dividends on our Common Stock. We currently intend to retain any future earnings and do not expect to declare or pay any cash dividends in the foreseeable future. Any future determination to pay dividends will be at the discretion of our board of directors, subject to applicable laws, and will depend on our financial condition, results of operations, capital requirements, general business conditions and other factors that our board of directors considers relevant.

Dilution. If you invest in our Common Stockcommon stock in this offering, you your ownership interest will experience immediate and substantial dilution be diluted immediately to the extent of the difference between the public offering price per share of our Common Stock in this offering common stock and the as adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our historical net tangible book value as of December 31, 2021 was $274.4 million, or $5.54 per share of our common stock. Historical net tangible book value per share is determined by subtracting our total liabilities from represents the amount of our total tangible assets, which is total assets less intangible assetstotal liabilities, and dividing this amount divided by the number of shares of Common Stock our common stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to our the assumed sale in this offering by us of shares of our Common Stock in the common stock having an aggregate amount of $48,537,500 at an assumed offering price of $8.74 125,000,000 million at an assumed public offering price of $9.70 per share (share, which was the average of the last reported sale price of our Common Stock common stock on the Nasdaq Capital Global Select Market on October 22March 31, 2021) 2022 and after deducting the sales agent estimated commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30December 31, 2021 would have been approximately $31,541,375395.3 million, or $0.40 6.34 per share of Common Stockshare. This represents an immediate increase in net tangible book value per share of $0.61 per share 0.80 to existing stockholders and immediate dilution of $3.36 in net tangible book value of $8.34 per share to new investors purchasing our Common Stock common stock in this offering. Dilution per share to new investors is determined by subtracting as adjusted net tangible book value per share after this offering at from the assumed public offering priceprice per share paid by new investors. The following table illustrates this dilution on a per share basis: Assumed . The as adjusted information is illustrative only and will adjust based on the actual price to the public, the actual number of shares sold and other terms of the offering price per share $ 8.74 Historical net tangible book value per share as of June 30, 2021 $ (0.21) Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 determined at the time shares of our Common Stock common stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500pursuant to this prospectus supplement. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 The following table illustrates this dilution on a per share in the price at which the shares are sold from the assumed basis: Assumed public offering price of $8.74 per share shown in the table above$ 9.70 Historical net tangible book value per share as of December 31, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution 2021 $ 5.54 Increase in net tangible book value per share attributable to new investors in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in $ 0.80 As adjusted net tangible book value per share after this offering $ 6.34 Dilution per share to new investors purchasing shares in this offering to $7.34 per share, after deducting commissions $ 3.36 The foregoing table and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table calculations (other than the historical net tangible book value calculations) are based on 72,742,689 49,500,308 shares of our Common Stock common stock outstanding as of June 30December 31, 2021, which excludes 2021 and exclude as of such date: • 1,071,782 7,590,727 shares of Common Stock reserved for issuance our common stock issuable upon the exercise of options outstanding options granted under our equity incentive plans with as of December 31, 2021, at a weighted weighted-average exercise price of $0.82 5.98 per share; • 4,665,000 37,900 shares of Common Stock our common stock issuable upon vesting the exercise of outstanding restricted stock units grantedoptions granted after December 31, 2021, at a weighted-average exercise price of $11.70 per share; • 1,190,332 additional 3,010,909 shares of Common Stock our common stock reserved for issuance pursuant to future awards under our 2021 Plan as of December 31, 2021, plus any future increases in the number of shares of common stock reserved for issuance under our 2021 Plan pursuant to provisions thereof that automatically increase the share reserve under the plan each year; and • 485,780 shares of our common stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 2021 ESPP, plus any future increases in the number of shares of Common Stock common stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock the ESPP pursuant to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per provisions thereof that automatically increase the share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, reserve under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholdersplan each year.

Dilution. If you invest in the shares of our Common StockClass A common stock in this offering, you your ownership interest will experience immediate and substantial dilution be immediately diluted. As of September 30, 2022, we had a net tangible book value of approximately $1.4 million, or $0.05 per share of our Class A common stock, based upon 27,152,912 shares of our Class A common stock outstanding as of September 30, 2022. Historical net tangible book value per share is equal to our total tangible assets, less total liabilities, divided by the extent number of outstanding shares of our Class A common stock. Dilution in net tangible book value per share represents the difference between the public offering price amount per share paid by purchasers of our Common Stock shares of Class A common stock in this offering and the adjusted net tangible book value per share of our Common Stock Class A common stock immediately after the this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to our the assumed sale in this offering by us of 12,500,000 shares of our Common Stock Class A common stock in the aggregate amount of $48,537,500 20.0 million in this offering at an assumed public offering price of $8.74 1.60 per share (share, which was the last reported sale price of our Common Stock Class A common stock on the The Nasdaq Capital Global Market on October 22January 30, 2021) 2023, and after deducting the sales agent commissions and our estimated aggregate offering expenses payable by us, our as adjusted net tangible book value as of June September 30, 2021 2022 would have been approximately $31,541,37520.5 million, or $0.40 0.52 per share of Common Stockour Class A common stock outstanding. This represents an immediate increase in net tangible book value of $0.61 0.47 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 1.08 per share to new investors purchasing our Common Stock shares of Class A common stock in this offering at the assumed public offering priceoffering. The following table illustrates this dilution on a per share basisdilution to new investors: Assumed public offering price per share $ 8.74 1.60 Historical net tangible book value per share as of June September 30, 2021 2022 $ (0.21) 0.05 Increase in net tangible book value per share attributable to this offering $ 0.61 new investors 0.47 As adjusted net tangible book value per share after giving effect to this offering $ 0.40 0.52 Dilution per share to new investors in this offering $ 8.34 The 1.08 For illustrative purposes, the table above assumes for illustrative purposes that an aggregate of 5,553,490 12,500,000 shares of our Common Stock Class A common stock are sold at a an assumed price of $8.74 1.60 per share, the last reported sale price of our Class A common stock on The Nasdaq Global Market on January 30, 2023, for aggregate gross proceeds of approximately $48,537,50020.0 million. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 0.50 per share in the price at which the shares are sold from the assumed public offering price of $8.74 1.60 per share shown in the table above, assuming that all of our Common Stock Class A common stock in the aggregate amount of approximately $48,537,500 20.0 million during the term of the sales agreement with Xxxxxxxxxx is sold at that price, would result in an increase in the dilution in net tangible book value per share to new investors in this offering to $9.33 1.54 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 0.50 per share in the price at which the shares are sold from the assumed public offering price of $8.74 1.60 per share shown in the table above, assuming that all of our Common Stock Class A common stock in the aggregate amount of approximately $48,537,500 20.0 million during the term of the sales agreement with Xxxxxxxxxx is sold at that price, would result in a decrease in the dilution in net tangible book value per share to new investors in this offering to $7.34 0.65 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes onlyonly and may differ based on the actual offering price and the actual number of shares offered. The number of shares of Class A common stock to be outstanding immediately after this offering as set forth above discussion and table are is based on 72,742,689 27,152,912 shares of our Common Stock outstanding as of June September 30, 20212022, which excludes as of such dateand excludes: • 1,071,782 · 9,624,595 shares of Common Stock reserved for issuance Class A common stock and Class B common stock issuable upon the exercise of outstanding options granted issued under our equity incentive plans with at a weighted average exercise price of $0.82 3.17 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 · up to 4,016,391 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock Class A common stock that are reserved for issuance under our 2018 Employee Stock Purchase the 2022 Plan; • 5,616,112 · 5,874,600 warrants to purchase Series m-3 preferred stock and Series S preferred stock, which are convertible into 6,349,424 shares of Common Stock Class A common stock, collectively; · 1,879,946 shares of Class A common stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth conversion of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date Series m preferred stock; · 2,741,341 shares of this prospectus supplement, we sold an aggregate Class A common stock issuable upon conversion of 12,164,728 shares of our Common Stock for gross proceeds Series S preferred stock; · 160,000 shares of approximately $24 million under the Sales Agreement. The above illustration Class B common stock issuable upon conversion of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common StockSeries m-2 preferred stock; · 10,319,884 shares of Class B common stock convertible into 10,319,884 shares of Class A common stock at the option of the holder thereof at any time; · 3,109,160 shares of Class B common stock issuable upon conversion of shares of our Series A preferred stock; and · 3,535,621 shares of Class B common stock issuable upon conversion of shares of our Series B preferred stock. Also (i) excludes shares that are issuable upon the conversion of shares of Class B common stock that are outstanding or may be issued upon conversion or exercise of preferred stock or options discussed above and (ii) does not give effect to any anti-dilution adjustments contained in our outstanding securities. To the extent that any of these outstanding options or warrants are exercised exercised, or we issue additional shares under our equity incentive plans or employee stock purchase plans, there will may be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock, you your interest will experience immediate and substantial dilution be diluted immediately to the extent of the difference between the public offering price of our Common Stock in this offering and the adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our net tangible book value on September 30, 2020 was approximately $3,932,000, or $0.20 per share is determined by subtracting our total liabilities from our total share. “Net tangible assets, which book value” is total assets less minus the sum of liabilities and intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical “Net tangible book value per share” is net tangible book value divided by the total number of shares outstanding. Pro forma net tangible book value per share represents the amount of our Common total tangible assets as adjusted to take into account: (i) net cash proceeds of approximately $11,976,797 from the issuance of an additional 22,553,596 shares of our common stock in “at the market” offerings through X. Xxxxx as sales agent; (ii) the issuance 996,522 shares of our common stock upon the conversions of our Series B Preferred Stock as and (iii) the net cash proceeds of June approximately $7,090,895 from the issuance of 10,276,660 shares of our common stock upon the exercise of previously issued warrants, all subsequent to September 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 20212020. After giving effect to these transactions, our pro forma net tangible book value per share as of September 30, 2020 would have been approximately $0.49 per share. $ After giving effect to the foregoing transactions and the sale of shares of common stock in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 5,569,097 at an assumed approximate offering price of $8.74 0.82 per share (share, which is the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market NYSE American on October 22January 15, 2021) 2021 and after deducting the sales agent estimated offering commissions and our estimated aggregate offering expenses payable by us, our pro forma as adjusted net tangible book value as of June September 30, 2021 2020 would have been approximately $31,541,37528,401,716, or $0.40 0.47 per share of Common Stockcommon stock. This represents an immediate increase in pro forma net tangible book value of $0.61 0.04 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 0.35 per share to new investors purchasing our Common Stock participating in this offering at the assumed public offering priceoffering. The following table illustrates this dilution on a per share basisto investors participating in this offering: Assumed public offering price per share $ 8.74 Historical 0.82 Increase in pro forma net tangible book value per share attributable to new investors purchasing our common stock in this offering $ 0.04 Pro forma net tangible book value per share as of June September 30, 2021 2020 $ (0.21) Increase in net tangible book value per share attributable to this offering $ 0.61 As 0.43 Pro forma as adjusted net tangible book value per share after giving effect to this offering $ 0.40 0.47 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of purchasing our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors common stock in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 shares of our Common Stock outstanding as of June 30, 2021, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockthis offering, you your ownership interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share and the as adjusted net tangible book value per share after giving effect to this offering. We calculate net tangible book value per share by dividing the net tangible book value, which is tangible assets less total liabilities, by the number of outstanding shares of our Common Stock common stock. Dilution represents the difference between the portion of the amount per share paid by purchasers of shares in this offering and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to our sale in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 at an assumed offering price of $8.74 per share (the last reported sale price of our Common Stock on the Nasdaq Capital Market on October 22, 2021) and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 2016 was approximately $27.3 million, or $0.83 per share. After giving effect to the sale of our common stock pursuant to this prospectus supplement and accompanying prospectus in the aggregate amount of $75 million at an assumed offering price of $4.34 per share, the last reported sale price of our common stock on The NASDAQ Capital Market on August 24, 2016, and after deducting commissions and estimated aggregate offering expenses payable by us, our net tangible book value as of August 25, 2016 would have been approximately $31,541,37599.3 million, or $0.40 1.98 per share of Common Stockcommon stock. This represents an immediate increase in the net tangible book value of $0.61 1.15 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 2.36 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution: Assumed offering price per share $ 8.74 Historical net 4.34 Net tangible book value per share as of June 30, 2021 2016 $ (0.21) 0.83 Increase in net tangible book value per share attributable to this offering new investors $ 0.61 1.15 As adjusted net tangible book value per share as of August 25, 2016, after giving effect to this offering $ 0.40 1.98 Dilution per share to new investors purchasing shares in this offering $ 8.34 2.36 The table above assumes for illustrative purposes that an aggregate of 5,553,490 17,281,106 shares of our Common Stock common stock are sold pursuant to this prospectus supplement and the accompanying prospectus at a price of $8.74 4.34 per share, the last reported sale price of our common stock on The NASDAQ Capital Market on August 24, 2016, for aggregate gross proceeds of approximately $48,537,50075 million. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 4.34 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 75 million is sold at that price, would result in an adjusted net tangible book value per share after the offering of $2.12 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 1.29 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 4.34 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 75 million is sold at that price, would result in an adjusted net tangible book value per share after the offering of $1.80 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 0.97 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information The foregoing table and discussion is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 32,795,703 shares of our Common Stock common stock outstanding as of June 30, 2021, which 2016 and excludes as of such date: • 1,071,782 750,000 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans an agreement entered into with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; EB Research Partnership and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at Epidermolysis Medical Research Foundation after June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders2016.

Dilution. If you invest purchase shares of common stock in our Common Stockthis offering, you will experience immediate and substantial dilution to the extent of the difference between the public offering price of our Common Stock per share in this offering and the our as adjusted net tangible book value per share of our Common Stock immediately after the this offering. Our net Net tangible book value per share is determined by subtracting our total liabilities from our represents total tangible assets, which is total assets less intangible assetstotal liabilities, and dividing this amount divided by the number of shares of Common Stock common stock outstanding. The Our historical net tangible book value of our Common Stock as of June September 30, 2021 was approximately $(15,490,000)20.2 million, or $(0.21) 1.51 per share, based on 72,742,689 shares share of Common Stock outstanding at June 30, 2021common stock. After giving effect to our the sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 4,000,000 at an assumed public offering price of $8.74 1.70 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22November 15, 2021) , and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June September 30, 2021 would have been approximately $31,541,37523.9 million, or $0.40 1.52 per share of Common Stockshare. This represents an immediate increase in net tangible book value of $0.61 0.01 per share to existing stockholders and an immediate dilution in as adjusted net tangible book value of $8.34 0.18 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceoffering. The following table illustrates this dilution on a per share basis: Assumed . The as adjusted information is illustrative only and will adjust based on the actual public offering price per share $ 8.74 Historical net tangible book value per share as price, the actual number of June 30, 2021 $ (0.21) Increase in net tangible book value per share attributable to this shares sold and other terms of the offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 determined at the time shares of our Common Stock common stock are sold pursuant to this prospectus supplement. The as adjusted information assumes that all of our common stock in the aggregate amount of $4,000,000 is sold at a the assumed public offering price of $8.74 1.70 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. Assumed public offering price per share $ 1.70 Historical net tangible book value per share as of September 30, 2021 $ 1.51 Increase in historical net tangible book value per shareafter giving effect to this offering $ 0.01 As adjusted net tangible book value per share, after giving effect to this offering $ 1.52 Dilution per share to new investors in this offering $ 0.18 This information is supplied for illustrative purposes only, and will adjust based on the actual offering prices, the actual number of shares that we offer and sell in this offering and other terms of each sale of shares in this offering. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 1.70 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 4,000,000 is sold at that price, would increase our as adjusted net tangible book value per share after the offering to $1.61 per share and would increase the dilution in as adjusted net tangible book value per share to new investors in this offering to $9.33 1.09 per share, after deducting commissions and estimated offering expenses and commissions payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 1.70 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 4,000,000 is sold at that price, would decrease our as adjusted net tangible book value per share after the dilution offering to $1.25 per share and would result in an increase in as adjusted net tangible book value per share to new investors in this offering to of $7.34 0.55 per share, after deducting commissions and estimated offering expenses and commissions payable by us. This information is supplied for illustrative purposes only. The above discussion and table tables are based on 72,742,689 approximately 13.4 million shares of our Common Stock common stock outstanding as of June September 30, 2021, which 2021 and excludes as an aggregate of such date: • 1,071,782 approximately 6.4 million shares of Common Stock reserved for issuance upon the exercise of underlying outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 Series A Preferred and Series B Preferred Stock and outstanding restricted stock units, shares of Common Stock issuable upon vesting the exercise of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 warrants and outstanding options, and shares of Common Stock issuable upon exercise of outstanding warrants in connection with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of the Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholdersawards.

Dilution. If you invest in our Common StockOur historical net tangible book value as of December 31, you will experience immediate and substantial dilution to the extent of the difference between the public offering price 2021 was $118.6 million, or $3.94 per share of our Common Stock in this offering and common stock. Our historical net tangible book value represents the adjusted amount of our total tangible assets less our total liabilities. Historical net tangible book value per share of our Common Stock immediately after the offering. Our represents historical net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount divided by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock common stock outstanding as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30December 31, 2021. After giving effect to our the sale in this offering of 33,871,859 shares of our Common Stock in common stock that we are offering at the aggregate amount of $48,537,500 at an assumed public offering price of $8.74 4.41 per share (share, which was the last reported sale price of our Common Stock common stock on the Nasdaq Capital Global Select Market on October 22March 1, 2021) 2022, and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30December 31, 2021 2021, would have been approximately $31,541,375263.2 million, or approximately $0.40 4.12 per share of Common Stockshare. This amount represents an immediate increase in as adjusted net tangible book value of $0.61 0.18 per share to our existing stockholders and an immediate dilution in net tangible book value of approximately $8.34 0.29 per share to new investors purchasing our Common Stock shares of common stock in this offering. Dilution per share to new investors is determined by subtracting as adjusted net tangible book value per share after this offering at from the assumed public offering priceprice per share paid by new investors. The following table illustrates this dilution on a per share basisdilution: Assumed public offering price per share $ 8.74 $4.41 Historical net tangible book value per share as of June 30December 31, 2021 $ (0.21) 3.94 Increase in as adjusted net tangible book value per share attributable to this offering $ 0.61 0.18 As adjusted net tangible book value per share after this offering $ 0.40 4.12 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of offering $0.29 Each $1.00 per share increase in the price at which the shares are sold from the assumed public offering price of $8.74 4.41 per share shown in share, which was the table above, assuming all last reported sale price of our Common Stock in common stock on the aggregate amount of approximately $48,537,500 is sold at that priceNasdaq Global Select Market on March 1, 2022, would increase the as adjusted net tangible book value per share after this offering by approximately $0.44, and dilution in as adjusted net tangible book value per share to new investors in by approximately $0.56, assuming that the number of shares of common stock offered by us, as set forth on the cover page of this offering to $9.33 per shareprospectus, remains the same and after deducting commissions and estimated offering expenses payable by us. A decrease of Each $1.00 per share decrease in the price at which the shares are sold from the assumed public offering price of $8.74 4.41 per share shown in share, which was the table above, assuming all last reported sale price of our Common Stock in common stock on the aggregate amount of approximately $48,537,500 is sold at that priceNasdaq Global Select Market on March 1, 2022, would decrease the dilution in as adjusted net tangible book value per share after this offering by approximately $0.56. New investors would experience no dilution in the as adjusted net tangible book value per share of the Company. The as adjusted net tangible book value per share would increase by approximately $0.15. Each increase of 1,000,000 shares in the number of shares of common stock offered by us would have less than $0.01 increase to new our as adjusted net tangible book value per share after this offering and less than $0.01 decrease in the dilution to investors participating in this offering, assuming that the assumed public offering to $7.34 per shareprice remains the same, and after deducting commissions and estimated offering expenses payable by us. This Each decrease of 1,000,000 shares in the number of shares of common stock offered by us would decrease our as adjusted net tangible book value per share after this offering by approximately $0.01 per share and increase the dilution to investors participating in this offering by approximately $0.01 per share, assuming that the assumed public offering price remains the same, and after deducting commissions and estimated offering expenses payable by us. The as adjusted information is supplied for illustrative purposes only, and we will adjust this information based on the actual public offering price and other terms of this offering determined at pricing. The outstanding share information in the table above discussion and table are is based on 72,742,689 30,074,412 shares of our Common Stock common stock outstanding as of June 30December 31, 2021, which excludes and excludes: • 6,246,293 shares of our common stock issuable upon the exercise of options to purchase shares of our common stock outstanding as of such date: December 31, 2021 (of which 2,232,953 were vested and exercisable), with a weighted-average exercise price of $28.80 per share; • 1,071,782 1,065,000 shares of Common Stock reserved for issuance our common stock issuable upon the exercise of outstanding options to purchase shares of our common stock granted under our equity incentive plans after December 31, 2021, with a weighted weighted-average exercise price of $0.82 13.39 per share; • 4,665,000 138,926 shares of Common our common stock reserved for future issuance under our 2019 Equity Incentive Plan, which excludes an annual evergreen increase of 1,202,976 shares of common stock effective on January 1, 2022; • 832,421 shares of our common stock reserved for future issuance under our 2019 Employee Stock Purchase Plan, which excludes an annual evergreen increase of 300,744 shares of common stock effective on January 1, 2022; • 1,013,500 shares of our common stock issuable upon the vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants granted after December 31, 2021 with a weighted average exercise price grant date value of $8.40 4.30 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of 51,769 shares of our Common Stock that remained available for sale at June 30common stock sold after December 31, 2021, 2021 under the Sales Agreement. Between July 1, 2021 sales agreement with Xxxxxxxx and pursuant to the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common StockPrior Registration Statement. To the extent that any of these outstanding options are exercised, new options or warrants other equity awards are exercised or we issue additional shares issued under our equity incentive plans, or we issue additional equity or convertible debt securities in the future, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share of our Common Stock common stock you pay in this offering and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the this offering. Our As of June 30, 2022, our historical net tangible book value was $96.4 million, or $4.92 per share of common stock. Historical net tangible book value per share is determined by subtracting our total liabilities from represents the amount of our total tangible assets, which is total assets less intangible assetstotal liabilities, and dividing this amount divided by 19,602,445 the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock common stock outstanding as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 20212022. After giving effect to our the assumed sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 100.0 million at an assumed offering price of $8.74 23.85 per share (share, the last reported sale price of our Common Stock common stock on the The Nasdaq Capital Market on October 22August 12, 2021) 2022, and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 2022 would have been approximately $31,541,375193.3 million, or $0.40 8.12 per share of Common Stockcommon stock. This amount represents an immediate increase in net tangible book value of $0.61 3.20 per share to our existing stockholders and an immediate dilution in net tangible book value of approximately $8.34 15.73 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceoffering. The following table illustrates this dilution calculation on a per share basis: Assumed . The as adjusted information is illustrative only and will adjust based on the actual price to the public, the actual number of shares sold and other terms of the offering price per share $ 8.74 Historical net tangible book value per share as of June 30, 2021 $ (0.21) Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 determined at the time shares of our Common Stock common stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500pursuant to this prospectus. The shares sold in this offering, if any, will be sold from time to time at various prices. Assumed offering price per share $23.85 Historical net tangible book value per share as of June 30, 2022 $4.92 Increase in net tangible book value per share attributable to this offering 3.20 As adjusted net tangible book value per share after giving effect to this offering 8.12 Dilution per share to new investors participating in this offering $15.73 The table above assumes for illustrative purposes that an aggregate of 4,192,872 shares of our common stock are sold during the term of the sales agreement with Cowen at a price of $23.85 per share, the last reported sale price of our common stock on The Nasdaq Capital Market on August 12, 2022, for aggregate gross proceeds of $100.0 million. The shares subject to the sales agreement with Cowen are being sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 23.85 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 100.0 million during the term of the sales agreement with Cowen is sold at that price, would increase our adjusted net tangible book value per share after the offering to $8.18 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 16.67 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 23.85 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 100.0 million during the term of the sales agreement with Cowen is sold at that price, would decrease our adjusted net tangible book value per share after the offering to $8.06 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 14.79 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 number of shares of our Common Stock common stock to be outstanding after this offering is based on an aggregate of 19,602,445 shares of our common stock outstanding as of June 30, 2021, which excludes as of such date2022 and excludes: • 1,071,782 5,311 shares of Common Stock reserved for issuance common stock issuable upon the exercise of warrants outstanding as of June 30, 2022, at an exercise price of $18.83 per share; • 2,874,941 shares of our common stock issuable upon the exercise of stock options granted under our equity incentive plans with outstanding as of June 30, 2022, at a weighted average exercise price of $0.82 26.80 per share, of which 1,861,440 shares were vested as of such date; • 4,665,000 656,185 shares of Common Stock our common stock issuable upon the vesting of outstanding restricted stock units grantedoutstanding as of June 30, 2022; • 1,190,332 additional 148,564 shares of Common Stock common stock reserved for future issuance under our 2020 Inducement Plan as of June 30, 2022, and 3,277,083 shares of common stock reserved for future issuance under our 2018 Equity Incentive Plan as of June 30, 2022, plus up to an additional 472,658 shares subject to outstanding stock options granted under our 2017 Plan, 2016 Plan or 2010 Plan as of June 30, 2022, which may be issued under the 2018 Plan solely after the forfeiture, expiration or cancellation of such stock options; and • 272,942 226,550 shares of Common Stock common stock reserved for future issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares ESPP as of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock2022. To the extent that any shares are issued upon the exercise of these outstanding options or warrants are exercised outstanding warrants, the vesting of outstanding restricted stock units or we issue additional shares otherwise pursuant to any grants made in the future under our equity incentive plans2020 Inducement Plan and 2018 Plan or any shares are issued under our 2018 ESPP, there you will be experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could may result in further dilution to our stockholders.

Dilution. If you invest purchase our common stock in our Common Stockthis offering, you your ownership interest will experience immediate and substantial dilution be immediately diluted to the extent of the difference between the public offering price of our Common Stock in this offering per share and the adjusted net tangible book value per share of our Common Stock common stock immediately after the this offering. Our net Net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstandingcommon stock outstanding as of December 31, 2020 into our total tangible assets less total liabilities. The historical Our net tangible book value of our Common Stock as of June 30December 31, 2021 2020 was approximately $(15,490,000)2,573,000, or $(0.21) 0.38 per share, based on 72,742,689 6,749,028 shares of Common Stock our common stock outstanding at June 30, 2021as of that date. After giving effect to our the sale in this offering of 1,396,122 shares of our Common Stock in the aggregate amount of $48,537,500 common stock by us at an assumed public offering price of $8.74 3.61 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22February 19, 2021) , and after deducting the sales agent estimated underwriting discounts and commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30December 31, 2021 2020 would have been approximately $31,541,3757.3 million, or approximately $0.40 0.90 per share of Common Stockshare. This represents an immediate increase in net tangible book value of approximately $0.61 0.52 per share to existing stockholders and immediate dilution in net tangible book value of approximately $8.34 2.71 per share to new investors purchasing our Common Stock shares of common stock in this offering at offering, as illustrated by the assumed public offering price. The following table illustrates this dilution on a per share basistable: Assumed public offering price per share $ 8.74 Historical net 3.61 Net tangible book value per share as of June 30December 31, 2021 $ (0.21) 2020 $0.38 Increase in net tangible book value per share attributable to investors participating in this offering $ 0.61 $0.52 As adjusted net tangible book value per share after giving effect to this offering $ 0.40 (0.90) Dilution per share to new investors in this offering $ 8.34 2.71 The table above assumes for illustrative purposes that an aggregate of 5,553,490 1,396,122 shares of our Common Stock common stock are sold at a price of $8.74 3.61 per share, the last reported sale price of our common stock on the Nasdaq Capital Market on February 19, 2021, for aggregate gross proceeds of approximately $48,537,5005,040,000. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of A $1.00 per share increase in the price at which the shares are sold from the assumed public offering price of $8.74 3.61 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that priceshare, would increase the dilution in our as adjusted net tangible book value by approximately $0.04 per share, and the dilution per share to new investors in this offering to by approximately $9.33 0.97 per share, after deducting estimated commissions and estimated offering expenses payable by us. A decrease of $1.00 per share decrease in the price at which the shares are sold from the assumed public offering price of $8.74 3.61 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that priceshare, would decrease the dilution in our as adjusted net tangible book value by approximately $0.06 per share, and the dilution per share to new investors in this offering to by approximately $7.34 0.94 per share, after deducting estimated commissions and estimated offering expenses payable by us. This The as adjusted information provided above is supplied for illustrative purposes only. The common stock sold in this offering, if any, will be sold from time to time at various prices. The number of shares of common stock to be outstanding immediately after this offering in the table above discussion and table are is based on 72,742,689 6,749,028 shares of our Common Stock outstanding as of June 30December 31, 2021, which excludes 2020 and excludes: • 531,336 shares of common stock issuable upon exercise of stock options outstanding as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted December 31, 2020 under our equity incentive plans plans, with a weighted weighted-average exercise price of $0.82 10.01 per share; • 4,665,000 159,939 shares of Common Stock issuable upon vesting of outstanding restricted common stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity 2020 Stock Incentive Plan; • 272,942 210,389 shares of Common Stock common stock reserved for future issuance under our 2018 2015 New Employee Stock Purchase Incentive Plan; • 5,616,112 6,096 and 416,889 shares of Common Stock common stock issuable upon conversion of 1,016 shares of Series B Convertible Preferred Stock and 938 shares of Series C Preferred Stock, respectively, outstanding as of December 31, 2020; and • 3,113,625 shares of common stock issuable upon the exercise of warrants to purchase common stock outstanding warrants as of December 31, 2020, with a weighted weighted-average exercise price of $8.40 2.62 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under are issued pursuant to the foregoing, investors purchasing our equity incentive plans, there common stock in this offering will be experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital offer other securities in other offerings due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plansconsiderations. To the extent that additional capital is raised through the sale of equity or convertible debt we issue such securities, the issuance of these securities could result in investors may experience further dilution to our stockholdersdilution.

Dilution. If you invest in our Common Stockcommon stock in this offering, you your ownership interest will experience immediate and substantial dilution be immediately diluted to the extent of the difference between the public offering price of our Common Stock per share you pay in this offering and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the closing of this offering. Net tangible book value per share is our net tangible book value divided by the number of shares of common stock outstanding as of September 30, 2021. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June September 30, 2021 was approximately $(15,490,000)12,212,447, or $(0.21) 0.69 per share, based on 72,742,689 17,820,390 shares of Common Stock our common stock outstanding at June as of September 30, 2021. Pro forma net tangible book value per share as of September 30, 2021 after giving effect to warrant exercises since September 30, 2021 represents the amount of our total tangible assets as adjusted to take into account the net cash proceeds of approximately $1,729,787 from the issuance of 383,197 shares of our common stock upon the exercise of previously issued warrants, all subsequent to September 30, 2021. After giving effect to these transactions, our pro forma net tangible book value per share as of September 30, 2021 would have been approximately $0.77 per share. After giving effect to the sale in this offering and issuance by us of the shares of our Common Stock common stock in the aggregate amount of $48,537,500 20.0 million in this offering at an the assumed public offering price of $8.74 4.87 per share (share, which was the last reported closing sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22December 27, 2021) , and the receipt and application of the net proceeds, and after deducting the sales agent estimated discounts and commissions and our estimated offering expenses payable by us, our as adjusted pro forma net tangible book value value, as adjusted, as of June September 30, 2021 would have been approximately $31,541,37533,092,234, or $0.40 1.48 per share of Common Stockcommon stock. This represents an immediate increase in pro forma net tangible book value of $0.61 0.71 per share to our existing stockholders and an immediate dilution in pro forma net tangible book value of $8.34 3.39 per share to new investors purchasing our Common Stock common stock in this offering at the assumed offering. Assumed public offering price. The following table illustrates this dilution on a per share basis: Assumed offering price per share $ 8.74 Historical 4.87 Net tangible book value per share as of September 30, 2021 $ 0.69 Increase in pro forma net tangible book value per share attributable to warrant exercises since September 30, 2021 0.08 Pro forma net tangible book value per share as of June September 30, 2021 $ (0.21) after giving effect to warrant exercises since September 30, 2021 0.77 Increase in pro forma net tangible book value per share attributable to investors purchasing our common stock in this offering $ 0.61 As 0.71 Pro forma as adjusted net tangible book value per share after this offering $ 0.40 1.48 Dilution per share to new investors purchasing our common stock in this offering $ 8.34 3.39 The following table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 illustrates this per share, for aggregate gross proceeds of approximately $48,537,500. share dilution: The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 4.87 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 20.0 million is sold at that price, would increase our pro forma net tangible book value per share, as adjusted, after the offering to $1.53 per share and would increase the dilution in pro forma net tangible book value per share to new investors in this offering to $9.33 4.34 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 4.87 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 20.0 million is sold at that price, would cause our pro forma net tangible book value per share, as adjusted, after the offering to be $1.42 per share and would decrease the dilution in pro forma net tangible book value per share to new investors in this offering to $7.34 2.45 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes only. The table and discussion above discussion and table are based on 72,742,689 17,820,390 shares of our Common Stock common stock outstanding as of June September 30, 2021, which and excludes the following, all as of such dateSeptember 30, 2021: • 1,071,782 ● 4,511,691 shares of Common Stock our common stock issuable upon the exercise of options outstanding as of September 30, 2021, with a weighted-average exercise price of $4.73 per share; ● 1,793,334 shares of our common stock reserved for future grant or issuance under the NuZee, Inc. 2013 Plan; ● 180,756 shares of our common stock reserved for future grant or issuance under the NuZee, Inc. 2019 Plan; ● 3,194,443 shares of our common stock issuable upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding Series A warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at having an exercise price of $2.25 4.50 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of share; ● 1,597,222 shares of our Common Stock that remained available for sale at June 30, 2021, under common stock issuable upon the Sales Agreement. Between July 1, 2021 exercise of outstanding Series B warrants having an exercise price of $5.85 per whole share; and the date of this prospectus supplement, we sold an aggregate of 12,164,728 ● 40,250 shares of our Common Stock for gross proceeds of approximately $24 million under common stock issuable upon the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or certain outstanding warrants issued to purchase shares the underwriter of our Common StockJune 2020 registered public offering of common stock, having an exercise price of $9.00 per share. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under exercised, investors purchasing our equity incentive plans, there common stock in this offering will be experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that we raise additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price of our Common Stock per share you pay in this offering and the adjusted net tangible book value per share of our Common Stock common stock immediately after the this offering. Our net tangible book value of our common stock as of March 31, 2022 was approximately $27.5 million, or approximately $1.19 per share of common stock based upon 23,173,297 shares outstanding. Net tangible book value per share is determined by subtracting our total liabilities from equal to our total tangible assets, which is less our total assets less intangible assetsliabilities, and dividing this amount divided by the total number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock outstanding as of June 30March 31, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 20212022. After giving effect to our the sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 50.0 million at an assumed offering price of $8.74 6.38 per share (share, the last reported sale price of our Common Stock common stock on the The Nasdaq Capital Global Market on October 22May 23, 2021) 2022, and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30March 31, 2021 2022 would have been approximately $31,541,37575.6 million, or $0.40 2.44 per share of Common Stockcommon stock. This represents an immediate increase in net tangible book value of $0.61 1.25 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 3.94 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceoffering. The following table illustrates this dilution calculation on a per share basis: Assumed . The as-adjusted information is illustrative only and will adjust based on the actual price to the public, the actual number of shares sold and other terms of the offering price per share $ 8.74 Historical net tangible book value per share as of June 30, 2021 $ (0.21) Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted net tangible book value per share after this offering $ 0.40 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 determined at the time shares of our Common Stock common stock are sold pursuant to this prospectus. The as-adjusted information assumes that all of our common stock in the aggregate amount of $50.0 million is sold at a the assumed offering price of $8.74 6.38 per share, for aggregate gross proceeds the last reported sale price of approximately $48,537,500our common stock on The Nasdaq Global Market on May 23, 2022. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed Assumed public offering price of $8.74 per share shown in the table above$ 6.38 Historical net tangible book value per share as of March 31, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution 2022 $ 1.19 Increase in net tangible book value per share attributable to new investors in this the offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in $ 1.25 As adjusted net tangible book value per share after giving effect to the offering $ 2.44 Dilution per share to new investors participating in this the offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. $ 3.94 The above discussion and table are based on 72,742,689 number of shares of our Common Stock common stock to be outstanding after this offering is based on 23,173,297 shares of our common stock outstanding as of June 30March 31, 20212022, which excludes as of such dateand excludes: • 1,071,782 4,060,283 shares of Common Stock reserved for issuance common stock issuable upon the exercise of options outstanding options granted under our equity incentive plans as of March 31, 2022, with a weighted weighted-average exercise price of $0.82 8.30; • 42,600 shares of our common stock issuable upon the exercise of stock options granted after March 31, 2022, with a weighted-average exercise price of $6.77 per share; • 4,665,000 485,571 shares of Common Stock our common stock issuable upon the vesting and settlement of outstanding restricted stock units grantedunits, or RSUs, outstanding as of March 31, 2021; • 1,190,332 additional 94,688 shares of Common Stock our common stock issuable upon the exercise of warrants outstanding as of March 31, 2022, with a weighted-average exercise price of $9.51 per share; and • 1,838,895 shares of common stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 stock-based compensation plans as of March 31, 2022, consisting of (i) 1,331,665 shares of Common Stock common stock reserved for future issuance under our 2018 2021 Equity Incentive Plan as of March 31, 2022 and (ii) 507,230 shares of common stock reserved for future issuance under our 2021 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22. Except as otherwise indicated, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of all information in this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share does not assume or give effect to investors participating in this offering assumes no any exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plansafter March 31, there will be further dilution to new investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders2022.

Dilution. If you invest purchase shares of Common Stock in our Common Stockthis offering, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price of our Common Stock per share you pay in this offering and the adjusted net tangible book value per share of our Common Stock immediately after the this offering. Our net tangible book value as of March 31, 2020 was approximately $21 million, or $0.41 per share. Net tangible book value per share is determined by subtracting our total liabilities from represents the amount of our total tangible assets, which is total assets less excluding goodwill and intangible assets, and dividing this amount less total liabilities divided by the total number of shares of our Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to our the sale in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 10,000,000 at an assumed offering price of $8.74 1.52 per share (share, the last reported sale price of our Common Stock on the June 30, 2020 on The Nasdaq Capital Market on October 22Market, 2021) and after deducting the sales agent estimated commissions and our estimated offering expenses payable by usexpenses, our as adjusted net tangible book value as of June 30March 31, 2021 2020 would have been approximately $31,541,375, 30.8 million or approximately $0.40 0.52 per share of Common Stockshare. This represents an immediate increase in the net tangible book value of approximately $0.61 0.11 per share to our existing stockholders and an immediate dilution in as adjusted net tangible book value of approximately $8.34 1.00 per share to new investors purchasing purchasers of our Common Stock in this offering at offering, as illustrated by the assumed public offering price. The following table illustrates this dilution on a per share basistable: Assumed offering price per share $ 8.74 Historical net 1.52 Net tangible book value per share as of June 30March 31, 2021 2020 $ (0.21) 0.41 Increase in net tangible book value per share attributable to this offering $ 0.61 0.11 As adjusted net tangible book value per share after this offering $ 0.40 0.52 Dilution per share to new investors in this offering $ 8.34 1.00 The table above assumes for illustrative purposes that only an aggregate of 5,553,490 6,548,948 shares of our Common Stock are sold at a price of $8.74 1.52 per share, for aggregate gross proceeds of approximately $48,537,50010 million. The shares sold in this offeringshares, if any, sold in this offering will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 1.52 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 10 million is sold at that price, would increase our adjusted net tangible book value per share after the offering to $0.63 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 1.89 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 1.52 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 10 million is sold at that price, would increase our adjusted net tangible book value per share after the offering to $0.42 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 0.1 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table calculations are based on 72,742,689 52,140,699 shares of our Common Stock outstanding as of June 30March 31, 20212020 and exclude, which excludes as of such that date: • 1,071,782 ● 243,375 shares of Common Stock reserved for issuance issuable upon the exercise of outstanding options granted under our equity incentive plans with warrants at a weighted average exercise price of $0.82 10.53 per share; • 4,665,000 ● 923,065 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon the exercise of outstanding warrants with stock options at a weighted average exercise price of $8.40 4.15 per share; and • 2,060,000 ● 3,167,989 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, future grants under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common StockEquity Plan. To the extent that any of these outstanding options or warrants are exercised exercised, or we otherwise issue additional shares under our equity incentive plansof common stock in the future, at a price less than the public offering price, there will be further dilution to new the investors. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock, you your interest will experience immediate and substantial dilution be diluted immediately to the extent of the difference between the public offering price of our Common Stock per share you pay in this offering and the as adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our net tangible book value as of March 31, 2022, was approximately $8,569,000, or $0.22 per share of common stock. Net tangible book value per share is determined by subtracting our total liabilities from dividing our total tangible assets, which is less total assets less intangible assetsliabilities, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock common stock outstanding as of June 30March 31, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 20212022. After giving effect to our the assumed sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 10,000,000 at an assumed public offering price of $8.74 1.22 per share (share, the last reported sale price of our Common Stock common stock on the The Nasdaq Capital Market on October 22May 13, 2021) 2022, and after deducting the sales placement agent commissions fees and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30March 31, 2021 2022, would have been approximately $31,541,37518,289,349, or approximately $0.40 0.38 per share of Common Stockcommon stock. This represents an immediate increase in as adjusted net tangible book value of $0.61 0.16 per share to our existing stockholders stockholders, and an immediate dilution in net tangible book value of $8.34 0.84 per share to new investors purchasing our Common Stock common stock in this offering at the assumed public offering price. The following table illustrates this dilution on a per share basis: dilution. Assumed offering price per share $ 8.74 Historical net 1.22 Net tangible book value per share as of June 30March 31, 2021 2022 $ (0.21) 0.22 Increase in net tangible book value per share attributable to this the offering $ 0.61 0.16 As adjusted net tangible book value per share as of March 31, 2022 after this giving effect to the offering $ 0.40 0.38 Dilution in net tangible book value per share to new investors in the offering $ 8.34 0.84 The table above assumes for as adjusted information is illustrative purposes that an aggregate only and will adjust based on the actual price to the public, the actual number of 5,553,490 shares sold and other terms of the offering determined at the time shares of our Common Stock common stock are sold pursuant to this prospectus. The as adjusted information assumes that all of our shares of common stock in the aggregate amount of $10,000,000 is sold at a the assumed offering price of $8.74 1.22 per share, for aggregate gross proceeds the last reported sale price of approximately $48,537,500our common stock on The Nasdaq Capital Market on May 13, 2022. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table above are based on 72,742,689 39,559,059 shares of our Common Stock common stock outstanding as of June 30March 31, 20212022, which and excludes the following potentially dilutive securities as of such that date: • 1,071,782 3,432,040 shares of Common Stock reserved for issuance common stock issuable upon the exercise of warrants outstanding options granted under our equity incentive plans with an exercise price ranging from $1.40 to $6.16 per share and having a weighted average exercise price of $0.82 2.44 per share; • 4,665,000 4,869,484 shares of Common Stock common stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon the exercise of options outstanding warrants with exercise prices ranging from $1.28 to $10.49 and having a weighted average exercise price of $8.40 2.44 per share; • 2,612,523 shares of common stock available for future issuance under the 2012 Plan; • 82,500 shares of common stock issuable from time to time after this offering upon the settlement of restricted stock units outstanding; and • 2,060,000 162,634 shares of Common Stock to be issued common stock issuable upon exercise conversion of outstanding warrants Series C Preferred Stock, including the payment of the dividends accrued on October 22, 2021 the Series C Preferred Stock in an aggregate of 91,304 shares of common stock at an exercise the conversion price of $2.25 1.15 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution stated value per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock$1,000. To the extent that any of these outstanding exercisable options or warrants are exercised or we issue additional shares under our equity incentive plansexercised, there will be you may experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that we raise additional capital is raised through the sale of by issuing equity or convertible debt securities, the issuance of these securities could result in your ownership will be further dilution to our stockholdersdiluted.

Dilution. If you invest purchase shares of our common stock in our Common Stockthis offering, you will experience immediate and substantial dilution to the extent of the difference between the public offering price per share and the pro forma as adjusted net tangible book value per share after giving effect to this offering. We calculate net tangible book value per share by dividing the net tangible book value, which is tangible assets less total liabilities, by the number of outstanding shares of our Common Stock common stock. Dilution represents the difference between the public offering price per share paid by purchasers in this offering and the pro forma as adjusted net tangible book value per share of our Common Stock common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30December 31, 2021 2020 was approximately $(15,490,000)13.9 million, or $(0.21) 0.58 per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to our the assumed sale in this offering of shares $20.0 million of our Common Stock in the aggregate amount of $48,537,500 common stock, at an assumed public offering price of $8.74 3.68 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq The NASDAQ Capital Market on October 22February 11, 2021) , and after deducting the sales agent commissions and our estimated offering expenses payable by us, our pro forma as adjusted net tangible book value as of June 30December 31, 2021 2020 would have been approximately $31,541,37533.2 million, or $0.40 1.13 per share of Common Stockcommon stock. This represents an immediate increase in the pro forma as adjusted net tangible book value of $0.61 0.55 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 2.55 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution: Assumed public offering price per share $ 8.74 Historical net 3.68 Net tangible book value per share as of June 30December 31, 2021 2020 $ (0.21) 0.58 Increase in pro forma net tangible book value per share attributable to this offering $ 0.61 As 0.55 Pro forma as adjusted net tangible book value per share after giving effect to this offering $ 0.40 1.13 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors participating in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. $ 2.55 The above table and discussion and table are is based on 72,742,689 23,856,151 shares of our Common Stock common stock outstanding as of June 30December 31, 20212020 and exclude the following, which excludes as of such dateall: • 1,071,782 2,200,736 shares of Common Stock reserved for issuance common stock issuable upon the exercise of outstanding stock options granted under our equity incentive plans with a weighted weighted-average exercise price of $0.82 2.00 per share; • 4,665,000 6,861,630 shares of Common Stock common stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon the exercise of outstanding warrants with a weighted weighted-average exercise price of $8.40 3.24 per share; and • 2,060,000 2,799,264 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, future issuance under the Sales Agreement. Between July 1CNS Pharmaceuticals, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Inc. 2020 Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common StockPlan. To the extent that any of these outstanding options or warrants outstanding as of December 31, 2020 have been or are exercised exercised, or we issue additional other shares under our equity incentive plansare issued, there will be investors purchasing shares in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stock, you Purchasers of common stock offered by this prospectus supplement and the accompanying prospectus will experience suffer immediate and substantial dilution to in the extent of the difference between the public offering price of our Common Stock in this offering and the adjusted net tangible book value per share of our Common Stock immediately after the offeringcommon stock. Our net tangible book value on June 30, 2021 was approximately $4,621,000, or approximately $2.21 per share of common stock based upon 2,092,909 shares outstanding as of June 30, 2021. Net tangible book value per share is determined by subtracting dividing our total liabilities from our total net tangible assetsbook value, which is total consists of tangible assets less intangible assetstotal liabilities, and dividing this amount by the number of shares of Common Stock outstandingcommon stock outstanding on that date. The historical net tangible book value shares in this offering will be sold at market prices which may fluctuate substantially. For purposes of our Common Stock as calculating dilution, we have assumed a sale price of June 30, 2021 was approximately $(15,490,000), or $(0.21) 5.99 per share, based which was the closing price of our stock on 72,742,689 shares of Common Stock outstanding at June 30August 27, 2021. After giving effect to our the sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 3,000,000, or 500,835 shares, at an assumed offering price of $8.74 5.99 per share (the last reported sale price of our Common Stock on the Nasdaq Capital Market on October 22share, 2021) and after deducting the sales agent estimated commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 would have been approximately $31,541,375, 7,461,000 or $0.40 2.88 per share of Common Stockcommon stock. This represents an immediate increase in net tangible book value of $0.61 0.67 per share to existing stockholders and immediate dilution in net tangible book value of $8.34 3.11 per share to new investors purchasing our Common Stock common stock in this offering at the assumed public offering price. The following table illustrates this dilution calculation on a per share basis: Assumed public offering price per share $ 8.74 Historical net 5.99 Net tangible book value per share as of June 30, 2021 $ (0.21) 2.21 Increase in net tangible book value per share attributable to this offering $ 0.61 0.67 As adjusted net tangible book value per share as of June 30, 2021, after giving effect to this offering $ 0.40 2.88 Dilution in net tangible book value per share to new investors purchasing our common stock in this offering $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. 3.11 The shares sold in this offering, if any, will be subject to the ATM Agreement are being sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 5.99 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 is 3,000,000 during the term of the ATM Agreement are sold at that price, would increase our as adjusted net tangible book value per share after the offering to $2.96 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 4.03 per share, after deducting estimated offering commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 5.99 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 3,000,000 during the term of the ATM Agreement is sold at that price, would decrease our adjusted net tangible book value per share after the offering to $2.77 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 2.22 per share, after deducting estimated commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes onlyonly and may differ based on the actual offering price and the actual number of shares offered. The above discussion and table are is based on 72,742,689 2,092,909 shares of our Common Stock common stock outstanding as of June 30, 2021, which excludes as of such dateand excludes: • 1,071,782 · 254,041 shares of Common Stock reserved for issuance common stock issuable upon the exercise of outstanding options granted under our equity incentive plans with stock options, at a weighted average exercise price of $0.82 21.92 per share, under our equity incentive plans; • 4,665,000 · 833 shares of Common Stock common stock issuable upon exercise/vesting of outstanding restricted stock units grantedunits; • 1,190,332 · 450,464 additional shares of Common Stock common stock reserved for future issuance under our 2018 Equity Incentive Planequity incentive plans; • 272,942 · 118,506 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock common stock issuable upon exercise of outstanding warrants, with current exercise prices ranging from $9.00 per share to $39.38 per share; and · 30,668 restricted stock units and warrants to purchase 15,332 shares of common stock, with a weighted average current exercise price of $8.40 11.25 per share; and • 2,060,000 shares unit. To the extent that outstanding options or warrants outstanding as of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock have been or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are may be exercised or we issue additional other shares under investors purchasing our equity incentive plans, there will be common stock in this offering may experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that we raise additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stock, you Purchasers of common stock offered by this prospectus supplement and the accompanying prospectus will experience suffer immediate and substantial dilution to the extent of the difference between the public offering price of our Common Stock in this offering per share and the as-adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our historical net tangible book value as of September 30, 2021 was approximately $(186.6) million, or $(1.56) per share. Net tangible book value per share is determined by subtracting our total liabilities from dividing our total tangible assets, which is less total assets less intangible assetsliabilities, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock common stock outstanding as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June September 30, 2021. After giving effect to our the assumed issuance and sale in this offering of shares of our Common Stock common stock in this offering in the aggregate amount of $48,537,500 90,000,000 at an assumed public offering price of $8.74 4.89 per share (share, which was the last reported sale price of our Common Stock common stock on the The Nasdaq Capital Global Market on October 22November 19, 2021) , and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as as-adjusted net tangible book value as of June September 30, 2021 would have been $(101.7) million, or approximately $31,541,375, or $0.40 (0.74) per share of Common Stockour common stock. This represents an immediate increase in net tangible book value of $0.61 per share of our common stock to our existing stockholders and an immediate dilution in net tangible book value of $8.34 5.63 per share to new investors purchasing our Common Stock purchasers of common stock in this offering at offering, as illustrated in the assumed public offering price. The following table illustrates this dilution on a per share basistable: Assumed public offering price per share $ 8.74 4.89 Historical net tangible book value per share as of June September 30, 2021 $ $(0.211.56) Increase in as-adjusted net tangible book value per share attributable to this offering $ 0.61 As As-adjusted net tangible book value per share after this offering $ 0.40 $(0.74) Dilution per share to new investors purchasers of common stock in this offering $ 8.34 5.63 The table above assumes for illustrative purposes that an aggregate of 5,553,490 18,404,907 shares of our Common Stock common stock are sold at a price of $8.74 4.89 per share, for aggregate gross proceeds the last reported sales price of approximately $48,537,500our ordinary shares on the Nasdaq Global Market on November 19, 2021. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table foregoing calculations are based on 72,742,689 119,567,684 shares of common stock outstanding as of September 30, 2021 and exclude the following shares: • 9,313,742 shares of our Common Stock outstanding as of June 30, 2021, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance common stock issuable upon the exercise of stock options outstanding options granted under our equity incentive plans with 2011 Incentive Stock Plan, Second Amended and Restated 2012 Stock Plan, 2015 Consultant Stock Plan, Third Amended and Restated 2018 Equity Incentive Plan, and 2021 Inducement Plan at a weighted weighted-average exercise price of $0.82 4.76 per share; • 4,665,000 4,159,596 shares of Common Stock our common stock issuable upon vesting the settlement of outstanding restricted stock units grantedoutstanding; • 1,190,332 additional 74,287 shares of Common Stock our common stock issued upon the exercise of stock options subsequent to September 30, 2021 and 43,079 shares of common stock issued upon the settlement of restricted stock units subsequent to September 30, 2021; • 9,915,540 shares of our common stock reserved for future issuance pursuant to future awards under our Third Amended and Restated 2018 Equity Incentive Plan, as well as any automatic increase in the number of shares of common stock reserved for future issuance under this plan; • 812,891 shares of our common stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 2020 Employee Stock Purchase Plan, as well as any automatic increase in the number of shares of common stock reserved for future issuance under this plan; • 5,616,112 3,000,673 shares of Common Stock our common stock reserved for future issuance under our 2021 Inducement Plan; • 13,333,334 shares of our common stock issued subsequent to September 30, 2021 in a registered direct offering; • 10,849,127 shares of our common stock issued subsequent to September 30, 2021 upon conversion or exchange of our convertible notes; • 427,804 shares of our common stock issued subsequent to September 30, 2021 in exchange for certain institutional investors’ agreement to waive certain lockup provisions; • 400,160 shares of our common stock issuable upon the exercise of an outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Series B Preferred Stock to be issued upon exercise of outstanding warrants on October 22, 2021 Purchase Warrant at an exercise price of $2.25 13.90 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of share; • 4,370,629 shares of our Common Stock that remained available for sale common stock issuable upon the exercise of warrants outstanding, at June an exercise price of $6.86 per share; • 10,097,166 shares of our common stock issuable upon the exercise of warrants outstanding, at an exercise price of $2.84 per share; • 11,513,875 shares of our common stock issuable upon the exercise of warrants, at an exercise price of $1.00 per share; • 6,097,166 shares of our common stock issued upon the exercise of warrants issued subsequent to September 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date at an exercise price of this prospectus supplement, we sold an aggregate of 12,164,728 $2.84 per share; • 28,456,125 shares of our Common Stock for gross proceeds of approximately $24 million under common stock issued upon the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options warrants issued subsequent to purchase our Common Stock or outstanding warrants to purchase September 30, 2021, at an exercise price of $1.00 per share; and • 38,967,701 shares of our Common Stockcommon stock issuable upon the conversion of our convertible notes. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In additionFurthermore, we may choose to raise additional capital through the sale of equity or convertible debt securities due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. New investors will experience further dilution if any of our outstanding options or warrants are exercised, new options are issued and exercised under our equity incentive plans or we issue additional shares of common stock, other equity securities or convertible debt securities in the future. PLAN OF DISTRIBUTION We entered into a sales agreement with X. Xxxxx Securities, Inc., BTIG, LLC, and X.X. Xxxxxxxxxx & Co., LLC, as Agents, on November 22, 2021 under which we may offer and sell shares of our common stock having an aggregate offering price of up to $90,000,000 from time to time through or to the Agents, as sales agents or principals. Sales of our common stock, if any, under this prospectus supplement may be made in transactions that are deemed to be “at the market offerings” as defined in Rule 415 under the Securities Act. Each time we wish to issue and sell our common stock under the sales agreement, we will notify an Agent of the number or dollar value of shares to be issued, the dates on which such sales are anticipated to be made, any minimum price below which sales may not be made and other sales parameters as we deem appropriate. Once we have so instructed the Agent, unless the Agent declines to accept the terms of the notice, the Agent has agreed to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such shares up to the amount specified on such terms. The obligations of the Agents under the sales agreement to sell our common stock are subject to a number of conditions that we must meet. We will pay the Agents commissions for their services in acting as agents in the sale of our common stock at a commission rate equal in the aggregate to up to 3.0% of the gross proceeds from each sale of our common stock. In addition, we have agreed to reimburse the Agents for the fees and disbursements of its counsel, payable in connection with the entry into the Sale Agreement, in an amount not to exceed $75,000, in addition to certain ongoing disbursements of its legal counsel. We estimate that the total expenses for the offering, excluding compensation payable to the Agents under the sales agreement, will be approximately $200,000. Settlement for sales of our common stock will occur on the second business day following the date on which any sales are made, or on some other date that is agreed upon by us and the Agents in connection with a particular transaction, in return for payment of the net proceeds to us. There is no arrangement for funds to be received in an escrow, trust or similar arrangement. In connection with the sale of our common stock on our behalf, the Agents will be deemed to be underwriters within the meaning of the Securities Act, and the compensation of the Agents will be deemed to be underwriting commissions or discounts. We have agreed to provide indemnification and contribution to the Agents against certain civil liabilities, including liabilities under the Securities Act. The offering pursuant to the sales agreement will terminate upon the earlier of (1) the issuance and sale of all of our common stock subject to the sales agreement; and (2) the termination of the sales agreement as permitted therein. Each Agent and its affiliates may in the future provide various investment banking and other financial services for us and our affiliates, for which services it may in the future receive customary fees. X.X. Xxxxxxxxxx & Co., LLC acted as our sole book-running manager in connection with our public offering consummated in August 2021 and as our exclusive placement agent in connection with our registered direct offering consummated in October 2021, for which it received compensation. To the extent that additional capital is raised through the sale of equity or convertible debt securitiesrequired by Regulation M, the issuance Agents will not engage in any market making activities involving our common stock while the offering is ongoing under this prospectus supplement. This summary of these securities could result the material provisions of the sales agreement does not purport to be a complete statement of its terms and conditions. A copy of the sales agreement is filed as an exhibit to a current report on Form 8-K filed under the Securities Exchange Act of 1934, as amended, and incorporated by reference in further dilution to this prospectus supplement. Our common stock is listed on the Nasdaq Global Market and trades under the symbol “PROG.” The transfer agent of our stockholderscommon stock is American Stock Transfer and Trust Company, LLC. LEGAL MATTERS Xxxxxx, Xxxx & Xxxxxxxx LLP, San Francisco, California will pass upon the validity of the shares of common stock offered hereby. Certain legal matters in connection with this offering will be passed upon for the Agents by Xxxxxx & Xxxxxxx LLP, San Diego, California.

Dilution. If you invest in our Common Stockcommon stock in this offering, you your ownership interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share of our Common Stock common stock in this offering and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000)130.8 million, or approximately $1.93 per share of common stock. Net tangible book value per share represents the amount of total tangible assets (0.21total assets less intangible assets) per shareless total liabilities, based on 72,742,689 divided by the number of shares of Common Stock our common stock outstanding at as of June 30, 2021. Dilution in net tangible book value per share to new investors participating in this offering represents the difference between the amount per share paid by purchasers in this offering and the as adjusted net tangible book value per share of our common stock immediately after giving effect to this offering. After giving effect to our the assumed sale in this offering of 20,491,803 shares of our Common Stock common stock in the aggregate amount of approximately $48,537,500 50.0 million at an assumed offering price of $8.74 2.44 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22September 10, 2021) , and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 would have been approximately $31,541,375178.9 million, or approximately $0.40 2.03 per share of Common Stockcommon stock. This represents an immediate increase in net tangible book value of $0.61 0.10 per share of common stock to our existing stockholders and immediate dilution in net tangible book value of $8.34 0.41 per share of common stock to new investors purchasing our Common Stock participating in this offering at the assumed offering price. Dilution per share to new investors is determined by subtracting the as adjusted net tangible book value per share after this offering from the assumed public offering priceprice per share paid by new investors. The following table illustrates this dilution on a per share basisdilution: Assumed offering price per share $ 8.74 2.44 Historical net tangible book value per share as of June 30, 2021 $ (0.21) 1.93 Increase in net tangible book value per share attributable to new investors participating in this offering $ 0.61 0.10 As adjusted net tangible book value per share as of June 30, 2021, after giving effect to this offering $ 0.40 2.03 Dilution per share to new investors participating in this offering $ 8.34 0.41 The table above assumes for illustrative purposes that an aggregate of 5,553,490 20,491,803 shares of our Common Stock common stock are sold at a price of $8.74 2.44 per share, the last reported sale price of our common stock on The Nasdaq Global Select Market on September 10, 2021, for aggregate gross proceeds of approximately $48,537,50050.0 million. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 2.44 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 50.0 million is sold at that price, would increase the dilution in our as adjusted net tangible book value per share after the offering to $2.18 and increase the dilution per share to new investors participating in this offering to $9.33 per share1.26, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 2.44 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 50.0 million is sold at that price, would decrease the result in no dilution in net tangible book value per share to new investors participating in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by usoffering. This information is supplied for illustrative purposes only, and will adjust based on the actual offering prices, the actual number of shares that we offer and sell in this offering and other terms of each sale of shares in this offering. The information above discussion and in the foregoing table are is based on 72,742,689 upon 67,715,718 shares of our Common Stock common stock outstanding as of June 30, 2021, which excludes as of such date. The information above and in the foregoing table excludes: • 1,071,782 9,488,037 shares of Common Stock reserved for issuance common stock issuable upon the exercise of stock options outstanding options granted under our equity incentive plans with as of June 30, 2021 at a weighted weighted-average exercise price of $0.82 5.83 per share; • 4,665,000 1,885,199 shares of Common Stock issuable upon vesting of outstanding restricted common stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance as of June 30, 2021 under our 2018 Equity Stock Option and Incentive Plan; and • 272,942 314,697 shares of Common Stock common stock reserved for the future issuance as of June 30, 2021 under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock. To the extent that any of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plans, there will be further dilution to new investors. In addition, we may choose to raise additional capital in the future through the sale of equity or convertible debt securities due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that any of our outstanding options are exercised, new options are issued under our equity incentive plans or we issue additional capital is raised through the sale shares of common stock or other equity or convertible debt securitiessecurities in the future, the issuance of these securities could result in there will be further dilution to our stockholdersinvestors participating in this offering.

Dilution. If you invest in Our net tangible book value as of March 31, 2016 was approximately $201.0 million, or $3.11 per share. Net tangible book value per share is determined by dividing our Common Stocktotal tangible assets, you will experience immediate and substantial dilution less total liabilities, by the number of shares of our common stock outstanding as of March 31, 2016. Dilution with respect to the extent of net tangible book value per share represents the difference between the public offering price amount per share paid by purchasers of our Common Stock shares of common stock in this offering and the adjusted net tangible book value per share of our Common Stock common stock immediately after the this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to the assumed sale of 8,598,452 shares of our sale common stock in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 at an assumed offering price of $8.74 11.63 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital NASDAQ Global Select Market on October 22May 6, 2021) 2016, and after deducting the sales agent estimated offering commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30March 31, 2021 2016 would have been approximately $31,541,375297.9 million, or $0.40 4.07 per share of Common Stockshare. This represents an immediate increase in net tangible book value of $0.61 0.96 per share to existing stockholders and immediate dilution in net tangible book value of $8.34 7.56 per share to new investors purchasing our Common Stock common stock in this offering at the assumed public offering price. The following table illustrates this dilution on a per share basis: Assumed public offering price per share $ 8.74 Historical net $11.63 Net tangible book value per share of as of June 30March 31, 2021 2016 $ (0.21) 3.11 Increase in net tangible book value per share attributable to this offering $ 0.61 $0.96 As adjusted net tangible book value per share as of March 31, 2016, after giving effect to this offering $ 0.40 4.07 Dilution per share to new investors purchasing our common stock in this offering $ 8.34 7.56 The table above assumes for illustrative purposes that an aggregate of 5,553,490 8,598,452 shares of our Common Stock common stock are sold during the term of the sales agreement with Cowen at a price of $8.74 11.63 per share, the last reported sale price of our common stock on The NASDAQ Global Select Market on May 6, 2016, for aggregate gross proceeds of approximately $48,537,500100 million. The shares sold in this offering, if any, will be subject to the sales agreement with Cowen are being sold from time to time at various prices. An increase of $1.00 0.50 per share in the price at which the shares are sold from the assumed public offering price of $8.74 11.63 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 100 million during the term of the sales agreement with Cowen is sold at that price, would increase our adjusted net tangible book value per share after the offering to $4.09 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 8.04 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 0.50 per share in the price at which the shares are sold from the assumed public offering price of $8.74 11.63 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 100 million during the term of the sales agreement with Cowen is sold at that price, would decrease our adjusted net tangible book value per share after the offering to $4.05 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 7.08 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes onlyonly and may differ based on the actual offering price and the actual number of shares offered. The above discussion and table are based on 72,742,689 64,559,772 shares of our Common Stock outstanding as of June 30March 31, 20212016, which excludes and exclude as of such that date: • 1,071,782 9,840,242 shares of Common Stock reserved for issuance common stock issuable upon the exercise of outstanding stock options granted under our equity incentive plans with having a weighted average exercise price of $0.82 5.48 per share; • 4,665,000 134,727 shares of Common Stock common stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon the exercise of outstanding warrants with having a weighted average exercise price of $8.40 1.26 per share; • 7,237,724 shares of common stock reserved for future issuance under our 2015 Equity Incentive Plan; and • 2,060,000 1,316,305 shares of Common common stock reserved for future issuance under our 2015 Employee Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common StockPurchase Plan. To the extent that any of these outstanding options or warrants are outstanding as of March 31, 2016 have been or may be exercised or we issue additional other shares under issued, investors purchasing our equity incentive plans, there will be common stock in this offering may experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest purchase our common stock in our Common Stockthis offering, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price of our Common Stock in this offering per share and the adjusted net tangible book value per share of our Common Stock immediately common stock after this offering. We calculate net tangible book value per share by dividing our net tangible assets (tangible assets less total liabilities) by the offeringnumber of shares of our common stock issued and outstanding as of June 30, 2020. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 20212020 was $87.0 million, or $3.99 per share. After giving effect to our the sale in this offering of shares of our Common Stock common stock during the term of the Equity Distribution Agreement with Xxxxx Xxxxxxx in the aggregate amount of $48,537,500 125.0 million at an assumed offering price of $8.74 39.86 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22September 23, 2021) 2020, and after deducting the sales agent commissions and our estimated aggregate offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 2020 would have been approximately $31,541,375208.2 million, or $0.40 8.35 per share of Common Stockcommon stock. This represents an immediate increase in the net tangible book value of $0.61 4.36 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 31.51 per share to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution: Assumed public offering price per share $ 8.74 Historical net Net tangible book value per share as of June 30, 2021 2020 $ (0.21) 3.99 $ 39.86 Increase in net tangible book value per share attributable to this offering $ 0.61 4.36 As adjusted net tangible book value per share as of June 30, 2020, after giving effect to this offering $ 0.40 8.35 Dilution per share to new investors purchasing shares in this offering $ 8.34 31.51 The table above assumes for illustrative purposes that an aggregate of 5,553,490 3,135,975 shares of our Common Stock common stock are sold during the term of the Equity Distribution Agreement with Xxxxx Xxxxxxx at a price of $8.74 39.86 per share, the last reported sale price of our common stock on Nasdaq on September 23, 2020, for aggregate gross net proceeds of approximately $48,537,500121.1 million, after deducting commissions and estimated aggregate offering expenses payable by us. The as adjusted information is illustrative only and will adjust based on the actual price to the public, the actual number of shares sold and other terms of the offering determined at the time shares of our common stock are sold pursuant to this prospectus supplement. The shares sold in this offering, if any, will be pursuant to the Equity Distribution Agreement with Xxxxx Xxxxxxx are being sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 40.86 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 125.0 million during the term of the Equity Distribution Agreement with Xxxxx Xxxxxxx is sold at that price, would increase our as adjusted net tangible book value per share after the offering to $4.38 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 32.49 per share, after deducting commissions and estimated aggregate offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 38.86 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 125.0 million during the term of the Equity Distribution Agreement with Xxxxx Xxxxxxx is sold at that price, would decrease our as adjusted net tangible book value per share after the offering to $4.33 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 30.54 per share, after deducting commissions and estimated aggregate offering expenses payable by us. This information is supplied for illustrative purposes onlyonly and may differ based on the actual offering price and the actual number of shares offered. The above discussion and table are based on 72,742,689 21,810,229 shares of our Common Stock common stock issued and outstanding as of June 30, 2021, which 2020 and excludes as of such datethe following: • 1,071,782 292,757 shares of Common Stock reserved for issuance our common stock issuable upon the exercise of outstanding options granted under our equity incentive plans with options, at a weighted weighted-average exercise price of $0.82 1.73 per share; • 4,665,000 2,116,424 shares of Common Stock our common stock issuable upon vesting the settlement of outstanding restricted stock units grantedawards; • 1,190,332 additional 2,574,375 shares of Common Stock our common stock that are reserved for future grant or issuance under our 2018 Equity Incentive Planequity incentive plans; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of 1,194,116 shares of our Common Stock that remained available for sale at common stock issued following June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock2020. To the extent that any options have been or are exercised, restricted stock units vest or other shares are issued and as a result of these outstanding options or warrants are exercised or we issue additional shares under our equity incentive plansissued following June 30, there 2020, investors purchasing shares in this offering will be experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest in our Common Stockcommon stock, you your ownership interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price per share of our Common Stock in this offering common stock and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the closing of this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to our sale in this offering of shares of our Common Stock in the aggregate amount of $48,537,500 at an assumed offering price of $8.74 per share (the last reported sale price of our Common Stock on the Nasdaq Capital Market on October 22, 2021) and after deducting the sales agent commissions and our estimated offering expenses payable by us, our as adjusted net tangible book value as of June 30, 2021 2020 was $5.8 million, or $0.06 per share of common stock. Our historical net tangible book value is the amount of our total tangible assets less our liabilities. Historical net tangible book value per common share is our historical net tangible book value divided by the number of shares of common stock outstanding as of June 30, 2020. After giving effect to the assumed sale of 51,948,051 shares of our common stock at a sale price of $0.77 per share, the last sale price of our common stock on the Nasdaq Capital Market on August 12, 2020, our net tangible book value as of June 30, 2020, would have been approximately $31,541,37544.3 million, or $0.40 0.31 per share of Common Stockcommon stock. This represents an immediate increase in the net tangible book value of $0.61 0.25 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 0.46 per share to new investors purchasing our Common Stock shares in this offering at the assumed public offering priceoffering. The following table illustrates this dilution on a per share basisdilution: Assumed offering price per share $ 8.74 $0.77 Historical net tangible book value per share as of June 30, 2021 $ (0.21) 2020 $0.06 Increase in as adjusted net tangible book value per share attributable to this offering $ 0.61 0.25 As adjusted net tangible book value per share after giving effect to this offering $ 0.40 0.31 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors in this offering 0.46 The discussion and table above assume no exercise of outstanding warrants to purchase our common stock and no exercise of outstanding options to purchase our common stock. Changes in the assumed public offering price of $0.25 per share would not affect our as adjusted net tangible book value after this offering because this offering is currently limited to $9.33 40.0 million. However, a $0.25 increase in the assumed public offering price of $0.77 per share would increase the dilution per share to new investors by approximately $0.22 per share, and a $0.25 decrease in the assumed public offering price of $0.20 per share would decrease the dilution per share to new investors by approximately $0.77 per share, in each case assuming that the aggregate dollar amount of shares offered by us, as set forth above, remains at $40.0 million and after deducting the commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in The information discussed above is illustrative only and will adjust based on the price at which the shares are sold from the assumed actual public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors actual number of shares that we offer in this offering, and other terms of this offering to $7.34 per share, after deducting commissions determined at the time of each offer and estimated offering expenses payable by us. This information is supplied for illustrative purposes onlysale. The above discussion and table are based on 72,742,689 number of shares of our Common Stock common stock that will be outstanding after this offering is based on 91,975,045 shares of common stock outstanding as of June 30, 20212020, which excludes as and assumes the sale and issuance by us of such date51,948,051 shares of common stock in this offering and excludes: • 1,071,782 2,987,691 shares of Common Stock reserved for issuance common stock issuable upon the exercise of options outstanding options granted under our equity incentive plans with as of June 30, 2020 at a weighted average exercise price of $0.82 3.34 per share; • 4,665,000 5,343,380 shares of Common Stock issuable upon vesting of outstanding restricted common stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive PlanPlan as of June 30, 2020; • 272,942 341,427 shares of Common Stock common stock reserved for future issuance under our 2018 Employee Stock Purchase PlanPlan as of June 30, 2020; • 5,616,112 75,414,050 shares of Common Stock common stock issuable upon the exercise of common warrants outstanding warrants with as of June 30, 2020 at a weighted weighted-average exercise price of $8.40 0.80 per share, under which 42,005,000 shares of common stock have been issued between July 1, 2020 and August 12, 2020; and • 2,060,000 4,500,000 shares of Common Stock to be issued common stock issuable upon the exercise of pre-funded warrants outstanding warrants on October 22as of June 30, 2021 2020 at an a weighted-average exercise price of $2.25 0.001 per share for aggregate gross proceeds of approximately $4.6 million. In additionshare, the above discussion and table do not include the up to approximately $24 million worth of under which 4,500,000 shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between common stock have been issued between July 1, 2021 2020 and the date of this prospectus supplementAugust 12, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common Stock2020. To the extent that any warrants or options outstanding as of these outstanding options June 30, 2020, have been or warrants are exercised exercised, or we issue additional other shares under our equity incentive plansare issued, there will be investors purchasing shares in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest purchase common stock in our Common Stockthis offering, you your ownership interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering purchase price per share and the as adjusted net tangible book value per share after giving effect to this offering. We calculate net tangible book value per share by dividing the net tangible book value, which is tangible assets less total liabilities, by the number of outstanding shares of our Common Stock common stock. Dilution represents the difference between the portion of the amount per share paid by purchasers of shares in this offering and the as adjusted net tangible book value per share of our Common Stock common stock immediately after the giving effect to this offering. Our net tangible book value per share is determined by subtracting our total liabilities from our total tangible assets, which is total assets less intangible assets, and dividing this amount by the number of shares of Common Stock outstanding. The historical net tangible book value of our Common Stock as of June 30March 31, 2021 2020, was approximately $(15,490,000)175.0 million, or $(0.21) 2.54 per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021. After giving effect to our the assumed sale in this offering of 22,590,361 shares of our Common Stock in the aggregate amount of $48,537,500 common stock at an assumed offering a sale price of $8.74 3.32 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Global Select Market on October 22July 13, 2021) and after deducting the sales agent commissions and our estimated offering expenses payable by us2020, our as adjusted net tangible book value as of June 30March 31, 2021 2020, would have been approximately $31,541,375247.4 million, or $0.40 2.70 per share of Common Stockcommon stock. This represents an immediate increase in the net tangible book value of $0.61 0.16 per share to our existing stockholders and an immediate dilution in net tangible book value of $8.34 0.62 per share to new investors purchasing our Common Stock shares in this offering at the assumed public offering priceoffering. The following table illustrates this dilution on a per share basisdilution: Assumed offering price per share $ 8.74 Historical net $3.32 Net tangible book value per share as of June 30March 31, 2021 $ (0.21) 2020 $2.54 Increase in net tangible book value per share attributable to this new investors in offering $ 0.61 $0.16 As adjusted net tangible book value per share as of March 31, 2020, after giving effect to this offering $ 0.40 $2.70 Dilution per share to new investors $ 8.34 The table above assumes for illustrative purposes that an aggregate of 5,553,490 purchasing shares of our Common Stock are sold at a price of $8.74 per share, for aggregate gross proceeds of approximately $48,537,500. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 per share, after deducting commissions and estimated offering expenses payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 per share shown in the table above, assuming all of our Common Stock in the aggregate amount of approximately $48,537,500 is sold at that price, would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 per share, after deducting commissions and estimated offering expenses payable by us. This information is supplied for illustrative purposes only. The above discussion and table are based on 72,742,689 shares of our Common Stock outstanding as of June 30, 2021, which excludes as of such date: • 1,071,782 shares of Common Stock reserved for issuance upon the exercise of outstanding options granted under our equity incentive plans with a weighted average exercise price of $0.82 per share; • 4,665,000 shares of Common Stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon exercise of outstanding warrants with a weighted average exercise price of $8.40 per share; and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of shares of our Common Stock that remained available for sale at June 30, 2021, under the Sales Agreement. Between July 1, 2021 and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. 0.62 The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants common stock. Changes in the assumed public offering price of $3.32 per share would not affect our as adjusted net tangible book value after this offering because this offering is currently limited to purchase $75.0 million. However, a $0.50 increase in the assumed public offering price of $3.32 per share would increase the dilution per share to new investors by approximately $0.41 per share, and a $0.50 decrease in the assumed public offering price of $3.32 per share would decrease the dilution per share to new investors by approximately $0.39 per share, in each case assuming that the aggregate dollar amount of shares offered by us, as set forth above, remains at $75.0 million and after deducting the commissions and estimated offering expenses payable by us. The information discussed above is illustrative only and will adjust based on the actual public offering price, the actual number of shares that we offer in this offering, and other terms of this offering determined at the time of each offer and sale. The above discussion and table are based on 68,882,459 shares of common stock outstanding as of March 31, 2020, and excludes the following, all as of March 31, 2020: • 6,117,090 shares of common stock issuable upon the exercise of outstanding stock options with a weighted-average exercise price of $7.66 per share; • 101,441 shares of common stock issuable upon the exercise of outstanding incentive awards with a weighted average exercise price of $5.00 per share; and • up to an aggregate of 2,925,332 shares of common stock available for future grant under our Common Stock2013 Equity Incentive Plan, as well as (i) any automatic increases in the number of shares of common stock reserved for future issuance under this plan, and (ii) upon the expiration or termination prior to exercise of any shares of common stock issuable upon the exercise of stock options outstanding under our 2003 Equity Incentive Plan, an equal number of shares of common stock. To the extent that any options outstanding as of these outstanding options March 31, 2020, have been or warrants are exercised exercised, or we issue additional other shares under our equity incentive plansare issued, there will be investors purchasing shares in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that additional capital is raised through the sale of equity or convertible debt securities, the issuance of these securities could result in further dilution to our stockholders.

Dilution. If you invest purchase shares of our common stock in our Common Stockthis offering, you your interest will experience immediate and substantial dilution be diluted to the extent of the difference between the public offering price of our Common Stock in this offering per share and the adjusted net tangible book value per share of our Common Stock immediately common stock after the this offering. Our We calculate net tangible book value per share is determined by subtracting dividing our total liabilities from our total net tangible assets, which is total assets (tangible assets less intangible assets, and dividing this amount total liabilities) by the number of shares of Common Stock outstandingour common stock issued and outstanding as of March 31, 2020. The Our historical net tangible book value at March 31, 2020 was $113,159,533 or approximately $7.57 per share of our Common Stock as of June 30, 2021 was approximately $(15,490,000), or $(0.21) per share, based on 72,742,689 shares of Common Stock outstanding at June 30, 2021common stock. After giving effect to our the sale in this offering of shares of our Common Stock common stock in the aggregate amount of $48,537,500 75,000,000 in this offering, at an assumed offering price of $8.74 40.97 per share (share, the last reported sale price of our Common Stock common stock on the Nasdaq Capital Market on October 22May 13, 2021) 2020, and after deducting the sales agent commissions and our estimated offering expenses and commissions payable by usus (net proceeds of $72,620,000), our as adjusted net tangible book value as of June 30March 31, 2021 2020 would have been approximately $31,541,375185,779,533, or approximately $0.40 11.08 per share of Common Stockour common stock. This represents an immediate increase in the net tangible book value of $0.61 3.50 per share of our common stock to our existing stockholders and an immediate dilution in net tangible book value of approximately $8.34 29.89 per share of our common stock to new investors purchasing our Common Stock in this offering at the assumed public offering priceinvestors. The following table illustrates this dilution on a per share basisdilution: Assumed public offering price per share $ 8.74 Historical net 40.97 Net tangible book value per share as of June 30March 31, 2021 2020 $ (0.21) 7.57 Increase in net tangible book value per share attributable to this offering $ 0.61 As adjusted 3.51 Adjusted net tangible book value per share as of March 31, 2020, after giving effect to this offering $ 0.40 11.08 Dilution per share to new investors purchasing shares in this offering $ 8.34 29.89 The table above assumes for illustrative purposes that an aggregate of 5,553,490 1,830,608 shares of our Common Stock common stock are sold at a price of $8.74 40.97 per share, the last reported sale price of our common stock on Nasdaq on May 13, 2020, for aggregate gross proceeds of approximately $48,537,50075,000,000. The shares sold in this offering, if any, will be sold from time to time at various prices. An increase of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 40.97 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 75,000,000 is sold at that price, would increase our adjusted net tangible book value per share after the offering to $11.11 per share and would increase the dilution in net tangible book value per share to new investors in this offering to $9.33 30.86 per share, after deducting commissions and estimated offering expenses and commissions payable by us. A decrease of $1.00 per share in the price at which the shares are sold from the assumed public offering price of $8.74 40.97 per share shown in the table above, assuming all of our Common Stock common stock in the aggregate amount of approximately $48,537,500 75,000,000 is sold at that price, would decrease our adjusted net tangible book value per share after the offering to $11.05 per share and would decrease the dilution in net tangible book value per share to new investors in this offering to $7.34 28.92 per share, after deducting commissions and estimated offering expenses and commissions payable by us. This information is supplied for illustrative purposes only. The above discussion and table are Unless we indicate otherwise, all information in this prospectus supplement is based on 72,742,689 14,940,668 shares of our Common Stock common stock outstanding as of June 30March 31, 20212020, which excludes as of such dateand excludes: • 1,071,782 ● 834,719 shares of Common Stock reserved for issuance our common stock issuable upon the exercise of stock options outstanding options granted under our equity incentive plans with at March 31, 2020, at a weighted average exercise price of $0.82 9.61 per share; • 4,665,000 ● 3,160,715 shares of Common Stock our common stock issuable upon vesting of outstanding restricted stock units granted; • 1,190,332 additional shares of Common Stock reserved for future issuance under our 2018 Equity Incentive Plan; • 272,942 shares of Common Stock reserved for issuance under our 2018 Employee Stock Purchase Plan; • 5,616,112 shares of Common Stock issuable upon the exercise of warrants outstanding warrants with at March 31, 2020, at a weighted average exercise price of $8.40 6.79 per shareshare (of which warrants to purchase approximately 177,700 shares have been exercised since March 31, 2020, and such shares are outstanding); and • 2,060,000 shares of Common Stock to be issued upon exercise of outstanding warrants on October 22, 2021 at an exercise price of $2.25 per share for aggregate gross proceeds of approximately $4.6 million. In addition, the above discussion and table do not include the up to approximately $24 million worth of ● 1,155,086 additional shares of our Common Stock that remained common stock available for sale at June 30future issuance as of March 31, 20212020, under the Sales Agreement. Between July 1, 2021 our 2014 Stock Option and the date of this prospectus supplement, we sold an aggregate of 12,164,728 shares of our Common Stock for gross proceeds of approximately $24 million under the Sales Agreement. The above illustration of dilution per share to investors participating in this offering assumes no exercise of outstanding options to purchase our Common Stock or outstanding warrants to purchase shares of our Common StockEquity Incentive Plan. To the extent that any of these outstanding options or warrants are exercised exercised, or we issue additional other shares, investors purchasing shares under our equity incentive plans, there will be in this offering could experience further dilution to new investorsdilution. In addition, we may choose to raise additional capital due to market conditions or strategic considerations considerations, even if we believe we have sufficient funds for our current or future operating plans. To the extent that we raise additional capital is raised through the sale of equity or convertible debt securities, the issuance of these those securities could result in further dilution to our stockholders.