Newton Golf Company, Inc.

Company Overview

Newton Golf Company, Inc. (the “Company,” “Newton,” “we,” “us,” or “our”) designs, manufactures, and sells performance golf equipment, including premium golf shafts and putters, and focuses on developing technology-driven golf products intended to enhance player performance. The Company’s Newton Motion™ shaft product line represents a core component of its product strategy and has contributed significantly to recent revenue growth.

In April 2022, the Company expanded its manufacturing capabilities by opening a shaft manufacturing facility in St. Joseph, Missouri to support the production of advanced carbon fiber golf shafts. The Company seeks to manufacture and assemble substantially all of its products in the United States where economically feasible, which management believes provides supply chain advantages and supports product quality, engineering control, and operational flexibility.

The Company sells its products through a combination of direct-to-consumer channels, including its websites, as well as through resellers, professional club fitters, distributors, and golf retailers. The Company currently distributes products primarily in the United States, with additional distribution in international markets including Japan and South Korea.

The Company continues to expand its relationships with professional club fitters and retail partners as adoption of its shaft products increases. Growing awareness of the Newton brand among professional golfers, club fitters, and retail partners may create opportunities to expand distribution of other Newton-branded products.

The Company believes its technology-driven shaft platform and domestic manufacturing capabilities position it to scale production efficiently as demand for premium performance golf equipment increases. Management believes the Company is in the early stages of scaling its Newton shaft platform and that continued adoption by golfers, professional club fitters, and retail partners may support significant long-term revenue growth.

Over time, the Company may expand its product offerings through internal product development or strategic acquisitions of complementary golf-related product lines or technologies. In addition, the Company may explore opportunities to collaborate with other golf equipment manufacturers or industry partners where its shaft technologies and manufacturing capabilities may complement broader equipment platforms.

Historical Development

The Company was formed in March 2018 as Sacks Parente Golf, Inc., a Delaware corporation. In July 2018, the corporation converted from a corporation to a limited liability company. In March 2022, the limited liability company converted back to a corporation. On March 17, 2025, the Company changed its name to Newton Golf Company, Inc. Pursuant to the Company’s plan of conversion, on March 17, 2025, all outstanding ownership interests in Sacks Parente Golf, Inc., and rights to receive such interests, were converted into and exchanged for shares of capital stock of the newly formed Delaware corporation. The conversion has been retroactively reflected in the accompanying financial statements for all periods presented.

Public Offerings

On August 14, 2023, the Company entered into an underwriting agreement with The Benchmark Company in connection with its initial public offering. In the offering, the Company sold 10,667 shares of common stock at a price of $1,200 per share. The offering closed on August 17, 2023, generating gross proceeds of approximately $11.6 million. The Company received net proceeds of approximately $11.0 million after deducting underwriting discounts, commissions, and offering expenses of approximately $565,000.

On October 8, 2024, the Company entered into an underwriting agreement with Aegis Capital Corp. as sole underwriter for the sale of 12,200 shares of common stock at a public offering price of $60.00 per share. The offering closed on October 10, 2024, generating net proceeds to the Company of approximately $467,000, after deducting underwriting discounts, commissions, and estimated offering expenses.

On December 12, 2024, the Company entered into an underwriting agreement with Aegis Capital Corp. as sole underwriter for the sale of 233,333 common units (“Common Units”) of the Company each consisting of (i) one share of common stock, (ii) one Series A common warrant of the Company (“Series A Warrant”), and (iii) one Series B common warrant of the Company (“Series B Warrant”). The public offering price per Common Unit was $36.00. The Series A Warrants have an initial exercise price of $72.00 per share, are exercisable following stockholder approval, and expire 60 months thereafter.

The Series B Warrants have an initial exercise price of $72.00 per share or may be exercised pursuant to an alternative cashless exercise feature, are exercisable following stockholder approval, and expire 30 months thereafter.

Reverse Stock Splits

On July 18, 2024, the Company filed a Certificate of Amendment to amend its Certificate of Incorporation with the Secretary of State of Delaware to effect a 1-for-10 reverse stock split of the Company’s common stock (the “First Reverse Stock Split”). The First Reverse Stock Split became effective at 12:01 a.m. Eastern Time on July 30, 2024, and the Company’s common stock began trading on The Nasdaq Capital Market on a post-split basis under its existing trading symbol.

On March 4, 2025, the Company filed a Certificate of Amendment to amend its Certificate of Incorporation with the Secretary of State of Delaware to effect a 1-for-30 reverse stock split of the Company’s common stock (the “Second Reverse Stock Split”). The Second Reverse Stock Split became effective at 12:01 a.m. Eastern Time on March 17, 2025, and the Company’s common stock began trading on The Nasdaq Capital Market on a post-split basis under its existing trading symbol.

All share amounts and per-share information presented in this Annual Report have been retroactively adjusted to reflect both reverse stock splits for all periods presented.

No fractional shares were issued in connection with the reverse stock splits, as all fractional shares were rounded up to the next whole share.

Industry Overview

The global golf equipment industry includes golf clubs, shafts, balls, and related accessories sold through golf retailers, professional club fitters, distributors, and direct-to-consumer channels. Industry reports estimate that the global golf equipment market is estimated to be $8.55 billion in 2025 and is expected to grow at a mid-single-digit annual rate over the next several years.

Golf participation increased significantly during the COVID-19 pandemic as the sport was widely viewed as a socially distanced outdoor activity. Although the initial pandemic-driven surge has moderated, participation levels have remained elevated relative to historical levels, and industry organizations have reported continued engagement among both new and returning golfers.

According to Grand View Research, in addition to traditional golf participation, off-course golf experiences and indoor golf technologies have expanded opportunities for consumers to engage with the sport. Golf entertainment venues such as Topgolf and the increasing availability of golf simulators and indoor golf facilities allow consumers to participate in golf-related activities in non-traditional environments and in regions where weather conditions may limit outdoor play during portions of the year.

The golf equipment market is highly competitive and driven in part by product innovation, equipment fitting, and brand recognition among professional golfers, club fitters, and retailers. Many golfers seek equipment designed to improve performance, including customized clubs and high-performance components such as premium shafts.

International markets represent an important component of the golf equipment industry. Countries such as Japan and South Korea have well-established golf markets with strong demand for premium equipment, while other regions continue to experience increasing participation and investment in golf-related infrastructure.

The Company believes these industry trends, including increasing demand for premium equipment and the growing importance of professional club fitting, support the long-term opportunity for technology-driven golf equipment manufacturers.

Product Portfolio Characteristics

The Company designs and develops golf equipment intended for golfers of all skill levels, from amateur to professional. The Company seeks to design its products to conform to the Rules of Golf as established by the United States Golf Association (“USGA”) and the R&A, the governing bodies responsible for establishing and interpreting the rules of golf equipment.

The Company’s product development philosophy emphasizes the application of engineering principles and physics to golf equipment design. Through research and development activities, the Company seeks to develop products that differentiate themselves through materials engineering, weight distribution, and structural performance characteristics. The Company focuses its research and development efforts on composite shaft technologies and other engineering-driven golf equipment innovations.

To support product development, the Company utilizes computer-aided design software, finite element analysis tools, structural optimization techniques, and various testing technologies. These include robotics, launch monitor systems, and other testing equipment used to evaluate performance characteristics of golf equipment products.

Newton Shafts

In November 2023, the Company expanded its product portfolio through the introduction of the Newton Motion driver shaft, marking the Company’s entry into the premium composite golf shaft market. In April 2024, the Company expanded its shaft product line with the introduction of the Newton Motion fairway wood shaft. These products are manufactured at the Company’s shaft manufacturing facility in St. Joseph, Missouri. The Company’s ability to manufacture composite shafts domestically allows it to control production processes and support ongoing product development activities.

The Newton shaft product family includes two primary driver shaft models: Motion and Fast Motion. The Fast Motion driver shaft was introduced in 2025 and has become the Company’s best-selling shaft product. The Fast Motion driver shaft incorporates higher modulus carbon fiber materials and lighter composite construction designed to reduce overall shaft weight while maintaining structural stability. The Motion shaft utilizes a different composite construction intended to provide alternative performance characteristics for golfers with varying swing profiles.

The Newton Motion shafts utilize carbon fiber composite materials and proprietary shaft construction techniques designed to influence key performance characteristics such as stability, energy transfer, and weight distribution during the golf swing. The Company manufactures its shafts using proprietary mandrels and composite wrapping processes developed for the Newton Motion shaft product line.

Unlike many traditional shaft designs that are used across multiple club types, the Company develops shafts tailored to the performance characteristics of specific clubs, including drivers, fairway woods, and hybrid clubs. The Company believes that shafts designed specifically for individual club types may improve launch conditions, consistency, and overall club performance.

The Newton Motion shaft product line also incorporates the Company’s proprietary “DOT” system, which replaces traditional shaft flex designations with a numerical system ranging from one to seven dots. This system is intended to provide golfers with a more precise method for selecting shaft stiffness and to allow golfers to match shaft characteristics across driver, fairway wood, and hybrid clubs.

The Company continues to expand the Newton Motion shaft product line through ongoing product development. During 2026, the Company expects to introduce additional shaft products including a Fast Motion fairway wood shaft, Fast Motion hybrid shaft, and Motion hybrid shaft as part of the continued expansion of the Newton Motion product family.

Golf shafts play an important role in the club fitting process and are often selected independently of the golf club head. As a result, shaft manufacturers frequently work closely with professional club fitters and golf retailers who recommend shaft products to golfers during the fitting process. The Company believes that the growing adoption of its shaft products among golfers, professional club fitters, and retailers may create additional opportunities to expand distribution of other Newton-branded golf equipment products over time.

The Company’s shaft product development is supported by in-house engineering capabilities, including computer-aided design, structural modeling, and product testing. These capabilities allow the Company to develop composite shaft designs using proprietary manufacturing processes and specialized composite materials.

The Company’s shafts are used by professional golfers across several professional tours, including the PGA TOUR Champions and other international tours. The Company believes that professional adoption provides visibility for its products among golfers, club fitters, and retailers.

Newton Gravity Putters

The Company also offers golf putting instruments marketed under the Newton Gravity brand. These products incorporate certain proprietary design characteristics, including ultra-low balance point technology intended to influence the distribution of weight within the putter.

Ultra-low balance point technology refers to a shaft balance point positioned closer to the putter head, which shifts the relative weight distribution toward the head of the putter. The Company achieves this balance profile through the use of lightweight shaft and grip components rather than increasing the mass of the putter head.

Gravity putters are manufactured using a variety of materials, including steel, aluminum, carbon fiber, tungsten, magnesium components, and other materials. These products incorporate proprietary face and shaft technologies intended to influence feel, weight distribution, and stroke characteristics.

While the Company continues to develop putter technologies, recent product development efforts and revenue growth have been primarily driven by the expansion of the Newton Motion shaft product line.

Product Expansion Opportunities

The Company may from time to time evaluate opportunities to expand its product portfolio beyond its current golf shaft and putting instrument product lines. Potential expansion opportunities may include additional golf equipment categories or technologies that support the golf equipment ecosystem and complement the Company’s existing products, engineering capabilities, and distribution channels.

Such opportunities may be pursued through internal product development, strategic partnerships, or the acquisition of complementary businesses. Examples of potential opportunities could include golf equipment products, such as golf balls, or technologies that support equipment performance, fitting, or training.

There can be no assurance that the Company will pursue or complete any such expansion opportunities.

Manufacturing and Distribution

The Company maintains its headquarters and research and development facility in Camarillo, California, where certain product development activities are performed. Putter head assembly was historically performed in Camarillo; however, in January 2024, the Company relocated its primary golf club assembly operations to the St. Joseph, Missouri facility.

The Company’s primary manufacturing, assembly, warehousing, and distribution operations are located in St. Joseph, Missouri, which management believes provides greater control over product quality, engineering, and production processes. The facility supports the production of carbon fiber golf shafts, product assembly, inventory management, and order fulfillment. Management also believes that domestic manufacturing helps mitigate certain risks associated with global supply chain disruptions, tariffs, and geopolitical trade uncertainties.

In 2023, the Company began manufacturing putter and replacement shafts using its proprietary mandrels and wrapping technology. In 2024, the Company expanded its shaft product offerings to include driver wood and fairway wood replacement shafts.

The Company’s golf club manufacturing and assembly processes are labor intensive and require coordination across multiple production steps, including shaft manufacturing, component assembly, finishing, and quality control. The Company seeks to design, develop, and manufacture as many of its products in the United States as is economically feasible.

The Company’s St. Joseph manufacturing facility provides meaningful production capacity to support anticipated growth in shaft demand, and management believes the facility can support significantly higher production volumes with modest operational improvements and incremental equipment investments.

The Company distributes its products primarily in the United States through direct-to-consumer and wholesale channels. Internationally, the Company sells products through distribution partners, including relationships in Japan and South Korea, as well as through certain direct-to-consumer e-commerce sales.

Raw Material and Suppliers

The Company’s golf shafts are manufactured using carbon fiber and prepreg materials, along with coatings, paints, inks, and other decorative materials. Carbon fiber is a specialized composite material commonly used in the manufacture of advanced golf shafts due to its strength, weight, and performance characteristics. Raw materials used in the production of the Company’s putters include various types of steel and aluminum, as well as other metals such as tungsten and magnesium.

The Company sources the majority of its raw materials and components from suppliers located in the United States, including suppliers of carbon fiber materials used in the manufacture of its golf shafts. These materials include high-performance carbon fiber products manufactured by suppliers such as Toray Composite Materials America, Inc. The Company manufactures its shafts in-house using carbon fiber materials supplied by third parties.

Certain components used in the assembly of the Company’s products, including grips and shaft tips, are sourced from third-party suppliers located both in the United States and internationally, including Vietnam and China. Putter products are assembled from components produced by suppliers in the United States and China, and certain components are produced using Computer Numerical Control (“CNC”) machining performed by third-party manufacturers.

The Company does not generally enter into long-term supply agreements and typically purchases raw materials and components on a purchase-order basis. However, the Company maintains a blanket purchase order with one of its key suppliers that provides a committed supply allocation for certain materials. While this arrangement provides some short-term supply assurance, it does not eliminate risks associated with sourcing constraints or supplier concentration.

Some raw materials and components may be available from a limited number of suppliers. The Company competes with other manufacturers for access to these materials and production capacity. The Company periodically evaluates alternative suppliers and sourcing strategies in order to reduce supply chain concentration risk. If the Company were unable to obtain necessary materials or components from existing suppliers and could not identify alternative suppliers in a timely manner, its business, financial condition, and results of operations could be adversely affected.

Markets

The Company sells its products primarily in the United States, with additional international distribution in markets including Japan and South Korea.

The Company distributes its products through a combination of direct-to-consumer channels, including its e-commerce websites, as well as through wholesale channels such as professional club fitters, pro shops at golf courses, golf retailers, online retailers, and third-party distributors.

The Company also works with professional club fitting organizations, including Club Champion, to make its products available to golfers through custom fitting programs. The Company has also entered into a distribution relationship with Voice Caddie to distribute its products in South Korea.

The Company believes its expanding relationships with club fitters, retailers, and international distributors may provide opportunities to increase the availability of its products in existing and new markets.

Customers

Our customers include individual golfers as well as wholesale and retail customers, including professional club fitters, golf pro shops, off-course golf retailers, sporting goods retailers, and third-party distributors. We also sell products directly to consumers through our e-commerce platforms. Certain customers, including professional club fitting organizations such as Club Champion, purchase products for resale through their club fitting and retail locations in the United States and internationally. No single customer accounted for more than 10% of our total revenue in 2025, and we do not depend on any single or limited group of major customers for a majority of our revenues.

Advertising and Marketing

The Company conducts marketing activities to increase awareness of the Newton brand and its golf equipment products. Marketing efforts include paid media advertising, digital and social media campaigns, participation in industry events, product placement and use by professional golfers, and promotional activities with club fitters and golf retailers.

The Company allocates a significant portion of its marketing resources to paid media advertising, including digital platforms, social media channels, and golf-industry media outlets. Historically, the Company has utilized direct-to-consumer advertising through digital media, television, and print publications within the golf industry. During 2025, the Company reallocated a greater portion of its direct-to-consumer advertising toward promoting its Newton Motion shaft product line, which represents the Company’s primary revenue source.

The Company maintains relationships with professional golfers and other industry personalities who use or promote their products in professional competitions and other public settings. In some cases, the Company enters into agreements that provide compensation in exchange for name, image, and likeness rights associated with athletes or influencers who promote the Company’s products.

The Company also employs representatives who attend professional golf tournaments and industry events to support professional players, club fitters, and retailers who use the Company’s products. In addition, the Company sponsors various golf-related events, including competitions such as the World Long Drive Championship and charitable golf tournaments, which help increase visibility of the Newton brand among golfers, industry participants, and consumers.

Competition

The golf equipment industry is highly competitive. Companies compete based on product performance, technology, brand recognition, pricing, customer service, and relationships with professional golfers, club fitters, and retailers.

In the golf shaft category, the Company competes with manufacturers including Fujikura Ltd., Mitsubishi Chemical Group Corporation, Graphite Design Inc., Nippon Shaft Co., Ltd., and Paderson Kinetixx, among others. Competition in the premium shaft market is driven in part by technological innovation, performance characteristics, and adoption by professional golfers and club fitting professionals. The Company believes that its technology-driven shaft designs and relationships within the professional club fitting community position it to compete within the premium performance shaft segment of the market. The premium golf shaft market includes a number of specialized manufacturers, and the Company competes within this segment through product innovation and performance-focused design.

In the putter category, the Company’s Newton Gravity putters compete with products offered by major golf equipment manufacturers, including Callaway Golf Company, TaylorMade Golf Company, Ping Inc., and brands owned by Acushnet Holdings Corp., such as Scotty Cameron and Titleist.

Many of these competitors have been in business significantly longer than the Company and have substantially greater financial, technical, marketing, and distribution resources.

The Company believes its technology-driven shaft design, domestic manufacturing capabilities, and focus on applied physics differentiate Newton from many traditional golf equipment manufacturers that primarily compete through brand marketing and incremental product changes.

Intellectual Property

The Company’s intellectual property portfolio includes patents, trademarks, proprietary manufacturing processes, and other intellectual property rights related to its golf equipment technologies and product designs.

The Company seeks to protect its intellectual property through a combination of patent registrations, trademark registrations, trade secret protections, and contractual arrangements. The Company also maintains proprietary manufacturing processes and design methodologies that it believes provide competitive advantages in the development and production of its golf equipment products.

Certain aspects of the Company’s composite shaft technologies, including manufacturing techniques, material configurations, and design methodologies, are maintained as proprietary trade secrets rather than patented technologies in order to preserve confidentiality.

Patents generally remain in effect for up to 20 years from the filing date of the patent application, subject to maintenance requirements. Trademarks may remain in effect indefinitely provided that they continue to be used in commerce and applicable renewal requirements are satisfied.

Patents

The Company holds a number of issued patents and patent rights relating to golf equipment technologies and product designs. These patents primarily relate to certain putter technologies, including weight distribution features and clubhead components.

The Company currently holds the following U.S. patents:

The Company also holds intellectual property rights relating to its Ultra-Low Balance Point technology, which is protected through patents and patent applications in multiple jurisdictions, including the U.S., Australia, Canada, China, Europe, Japan, South Korea, and South Africa.,

The Ultra-Low Balance Point patent rights described above were licensed to the Company by Parcks Designs, LLC on July 24, 2018. The license granted to the Company is perpetual, worldwide, royalty-free, and exclusive aside from one additional licensee.

The principals of Parcks Designs, LLC include Steve Sacks and Richard Parente.

On May 25, 2022, the Company and Parcks Designs entered into a consulting agreement under which Parcks Designs provides club and shaft testing and analysis, putter head design consulting, and related technical services. Consulting fees under this agreement were initially nominal and increased to $2,000 per month beginning June 1, 2024.

On August 7, 2018, Richard E. Parente and Steve Sacks assigned to the Company the entire worldwide right, title, and interest in and to intellectual property relating to the Quad Weighted Lightweight Putter design.

Confidential Information and Trade Secrets

The Company relies in part on confidential information and trade secrets, including proprietary manufacturing processes, product design methodologies, engineering know-how, and other technical information. The Company seeks to protect this proprietary information through a combination of contractual obligations and internal policies.

Employees generally enter into confidentiality agreements with the Company, and confidentiality provisions are included in certain consulting and supplier agreements when those parties may have access to proprietary information. The Company also maintains internal procedures designed to safeguard confidential information and trade secrets.

Certain aspects of the Company’s composite shaft technologies, including manufacturing techniques, material configurations, and design methodologies, are maintained as proprietary trade secrets rather than patented technologies in order to preserve confidentiality.

Trademarks

The Company owns various trademarks and service marks used in connection with its golf equipment products and branding. These trademarks are registered in the United States and certain international jurisdictions.

The Company also uses various trademarks, trade names, and brand identifiers in connection with its products and marketing activities. These include marks associated with the Company’s Newton-branded golf equipment products. The Company may seek trademark protection for certain of these marks in the United States and other jurisdictions where appropriate.

Trademark rights may continue indefinitely as long as the marks remain in use and registrations are properly maintained.

Domain names and Online Presence

The Company owns and maintains various domain names and online properties used in connection with its websites, investor relations communications, and marketing activities, including www.newtongolf.com. The Company also maintains official social media accounts used to communicate with customers, investors, and the broader golf community.

Government Regulation

Our operations are subject to various federal, state, local, and foreign laws and regulations applicable to businesses engaged in the design, manufacture, marketing, and distribution of consumer sporting goods.

Our golf equipment products are generally designed to conform to the Rules of Golf as established by the USGA and the R&A, the governing bodies responsible for equipment standards used in competitive play. Although conformity with these rules is not legally required, most golf equipment manufacturers design products to meet these standards because non-conforming equipment may be restricted from use in sanctioned competitions.

In addition, we are subject to laws and regulations relating to product safety, consumer protection, workplace health and safety, environmental compliance, import and export controls, and other similar regulatory requirements. These laws include, among others, environmental regulations governing the handling and disposal of certain materials used in manufacturing processes and workplace safety requirements administered by federal and state agencies.

Our operations are also subject to laws addressing anti-corruption and anti-bribery matters, including the U.S. Foreign Corrupt Practices Act (“FCPA”), particularly with respect to our international operations and relationships with distributors and other business partners.

We are subject to various data protection, privacy, and cybersecurity laws and regulations applicable to companies that maintain websites, conduct e-commerce activities, and process personal information. These laws include, among others, U.S. federal and state privacy laws such as the California Consumer Privacy Act, as amended by the California Privacy Rights Act, as well as other emerging state privacy regimes, and may also include international data protection laws to the extent we engage with customers outside the United States.

While we primarily rely on third-party service providers, including e-commerce platforms and payment processors such as Shopify, Amazon, and Fortis, to process payment transactions and related sensitive financial information, we collect and maintain certain personal information from customers, including names, email addresses, shipping addresses, and related order information. As a result, we remain subject to applicable privacy, data security, and breach notification requirements.

Compliance with these laws and regulations may require us to implement and maintain administrative, technical, and organizational safeguards, as well as policies and procedures relating to data collection, use, retention, and security. These requirements may increase our compliance costs and operational complexity, and any failure or perceived failure to comply with applicable data protection and privacy laws could result in regulatory investigations, fines, litigation, reputational harm, and loss of customer trust.

We believe we are in material compliance with applicable laws and regulations governing our operations. However, changes in laws, regulations, or their interpretation could require modifications to our business practices and may increase our compliance costs in the future.

Environmental Matters

The Company is subject to federal, state, and local environmental laws and regulations that impose requirements related to the discharge of pollutants into the environment and establish standards for the handling, generation, emission, release, discharge, treatment, storage, and disposal of certain materials, substances, and wastes, as well as the remediation of environmental contamination (collectively, “Environmental Laws”).

In the ordinary course of its manufacturing and product assembly processes, the Company uses paints, coatings, chemical solvents, and other materials and generates waste by-products that are subject to these Environmental Laws.

The Company maintains environmental and safety programs at its facilities designed to support compliance with applicable Environmental Laws. These programs include obtaining required environmental permits, managing and disposing of waste materials in accordance with regulatory requirements, tracking hazardous waste generation and disposal, monitoring air emissions and stormwater management practices, maintaining material safety data records, and conducting internal compliance reviews.

The Company believes it is in material compliance with applicable Environmental Laws. Compliance with these laws has not had a material adverse effect on the Company’s capital expenditures, earnings, or competitive position, although future changes in environmental regulations could require additional compliance efforts or expenditures.

Employees

As of December 31, 2025, the Company employed 38 full-time employees and 1 part-time employee and engaged 7 consultants. We may hire additional personnel from time to time to support operational needs and anticipated growth. None of our employees are represented by a labor union, and we have not experienced any work stoppages. We believe our relations with our employees are good.

Available Information

The Company maintains a website atwww.newtongolf.com. The information contained on, or accessible through, the Company’s website is not incorporated by reference into this Annual Report on Form 10-K and should not be considered part of this report.

The Company makes available, free of charge, on or through its website certain reports and amendments to those reports that it files with or furnishes to the U.S. Securities and Exchange Commission (“SEC”) pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These include the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy and information statements, and any amendments to those reports or statements. These materials are made available on the Company’s website as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC.

In addition, the Company routinely posts on the “Investors” section of its website news releases, announcements, and other information about the Company’s business and results of operations, some of which may be considered material information for investors. Accordingly, the Company encourages investors to monitor the Investors section of its website for important information about the Company.

The SEC maintains a website that contains reports, proxy statements, information statements, and other information regarding issuers that file electronically with the SEC. These materials are available atwww.sec.gov.