NEW YORK, May 7, 2024 -- SIGA Technologies, Inc. (SIGA) (NASDAQ: SIGA), a commercial-stage pharmaceutical company, today reported financial results for the three months ended March 31, 2024. "SIGA delivered strong results in the first quarter, with product revenues of $24 million and pre-tax operating income of $11 million, both up over the comparable quarter in 2023," said Diem Nguyen, Chief Executive Officer. "First quarter financial performance is a testament to our focus on financial and operational exc ...

SIGA Technologies, Inc. (NASDAQ:SIGA) Q4 2023 Earnings Conference Call March 12, 2024 4:30 PM ET Company Participants Diem Nguyen - Chief Executive Officer Daniel Luckshire - Executive Vice President and Chief Financial Officer Conference Call Participants Soo Romanoff - Edison Group Lance Kimbrough - Ivy Creek Capital Operator Welcome to the SIGA Business Update Call. Before we turn the call over to SIGA management, please note that any forward-looking statements made during this call are based on manageme ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023 Or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ________ to ___________ Commission File No. 0-23047 SIGA Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 13-38 ...

Exhibit 99.1 SIGA Reports Financial Results for Three and Twelve Months Ended December 31, 2023 NEW YORK -- SIGA Technologies, Inc. (SIGA) (NASDAQ: SIGA), a commercial-stage pharmaceutical company, today reported financial results for the three and twelve months ended December 31, 2023. "In 2023, SIGA had approximately $131 million in product revenues and approximately $84 million of pre-tax operating income," stated Diem Nguyen, Chief Executive Officer. "These financial results represent a significant incr ...

SIGA Technologies, Inc. (NASDAQ:SIGA) Q3 2023 Earnings Conference Call November 7, 2023 4:30 PM ET Company Participants Phillip Louis Gomez - Chief Executive Officer Dennis Hruby - Executive Vice President and Chief Scientific Officer Jay Varma - Executive Vice President and Chief Medical Officer Daniel Luckshire - Executive Vice President and Chief Financial Officer Conference Call Participants Pooya Hemami - Edison Group Paul Saunders - Hatch Capital Operator Welcome to the SIGA business update call. Befo ...

(Mark One) ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended September 30, 2023 Or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ________ to ___________ Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q New York, NY (zip code) (Address of principal executive offices) Commission File No. 0-23047 Delaware 13-3864870 ...

Financial Data and Key Metrics Changes - For the second quarter of 2023, the company reported a net loss of approximately $3 million, with a fully diluted loss per share of $0.04. For the six months ended June 30, the net loss was approximately $4 million, with a fully diluted loss per share of $0.05 [8][22][37] - The company expects to generate full-year 2023 pre-tax operating income between $90 million and $100 million, reflecting strong growth over the prior year [3][23] Business Line Data and Key Metrics Changes - Revenue for the three months ended June 30, 2023, was approximately $6 million, with $1 million from international sales of oral TPOXX and $5 million from research and development activities. For the six months ended June 30, total revenue was approximately $14 million [22][52] - The company anticipates approximately $113 million in revenue from deliveries of oral TPOXX to the US Strategic National Stockpile in the second half of 2023, along with an additional $30 million to $45 million from various domestic and international deliveries [17][52] Market Data and Key Metrics Changes - The company is seeing increased interest in international sales, with follow-on orders from countries and discussions about smallpox stockpiling [13][39] - The ongoing international sales growth initiative is progressing positively, indicating a meaningful international market is developing [24] Company Strategy and Development Direction - The company is focused on transitioning its US government contract to a long-term SNS contract, which will enhance supply chain planning and financial predictability [9] - The PEP-based development program is viewed as a growth initiative that may support stockpile expansion, emphasizing the need for proactive government measures in response to viral outbreaks [39][54] Management's Comments on Operating Environment and Future Outlook - Management highlighted the importance of TPOXX in treating orthopoxviruses, noting that the current stockpile may not be sufficient for future needs [53] - The company is investigating lower-than-expected immune response rates in clinical trials, which may affect the timing of regulatory submissions [19][49] Other Important Information - The company declared and paid a special cash dividend of $0.45 per share, totaling approximately $32 million [52] - The CEO search is ongoing, with a focus on ensuring a smooth transition for the next CEO [54] Q&A Session Summary Question: Incremental orders or stockpiling after 2024 under the 19C BARDA contract - Management indicated that discussions with the government are progressing, and they anticipate recognizing sales in the second half of the year [40][41] Question: Plans for stock buybacks - The company has $21 million remaining in its stock buyback authorization and will discuss next steps with the Board once this is used or expires [33] Question: International orders for smallpox and monkeypox stockpiling - Management confirmed that there is increased interest from international jurisdictions regarding stockpiling for smallpox and monkeypox [57]

PART I - FINANCIAL INFORMATION [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) The unaudited statements show financial position, operations, and cash flows as of June 30, 2023 [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets and stockholders' equity decreased to $146.5 million and $124.1 million respectively Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | June 30, 2023 ($) | December 31, 2022 ($) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | 76,213,484 | 98,790,622 | | Accounts receivable | 6,026,887 | 45,406,960 | | Inventory | 50,497,103 | 39,273,090 | | Total current assets | 134,298,100 | 185,786,344 | | **Total assets** | **146,510,759** | **195,035,923** | | **Liabilities & Equity** | | | | Total current liabilities | 18,988,145 | 21,517,721 | | **Total liabilities** | **22,436,703** | **24,875,881** | | **Total stockholders' equity** | **124,074,056** | **170,160,042** | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The company shifted to a net loss of $3.8 million in H1 2023 from a net income in H1 2022 due to lower revenues Condensed Consolidated Statements of Operations Highlights (Unaudited) | Metric | Three Months Ended June 30, 2023 ($) | Three Months Ended June 30, 2022 ($) | Six Months Ended June 30, 2023 ($) | Six Months Ended June 30, 2022 ($) | | :--- | :--- | :--- | :--- | :--- | | Total revenues | 5,878,166 | 16,667,045 | 14,201,190 | 27,206,345 | | Operating (loss)/income | (4,638,367) | 3,070,711 | (6,746,675) | 1,631,830 | | Net and comprehensive (loss)/income | (2,875,476) | 2,037,062 | (3,793,733) | 1,676,012 | | Diluted (loss)/income per share | (0.04) | 0.03 | (0.05) | 0.02 | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash decreased by $22.6 million in H1 2023, driven by significant financing outflows Six Months Ended June 30 - Cash Flow Summary (Unaudited) | Cash Flow Activity | 2023 ($) | 2022 ($) | | :--- | :--- | :--- | | Net cash provided by operating activities | 20,866,971 | 54,498,658 | | Cash used in investing activities | (21,686) | — | | Cash used in financing activities | (43,422,423) | (43,106,551) | | Net (decrease)/increase in cash | (22,577,138) | 11,392,107 | | Cash and cash equivalents at end of period | 76,213,484 | 114,530,926 | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail revenue recognition policies, major government contracts, and significant equity transactions - As of June 30, 2023, the aggregate amount of transaction price allocated to remaining performance obligations was **$59.0 million**, with an additional **$138.2 million** added in July from new U.S. government orders[16](index=16&type=chunk) - The 19C BARDA Contract has a total potential value of approximately **$602.5 million**, with about **$407.1 million** in exercised options and **$143.7 million** in unexercised options as of July 31, 2023[22](index=22&type=chunk) - As of June 30, 2023, the company had approximately **$24.6 million** of purchase commitments associated with manufacturing obligations[54](index=54&type=chunk) Revenues by Geographic Region (Six Months Ended June 30) | Region | 2023 ($) | 2022 ($) | | :--- | :--- | :--- | | United States | 12,970,007 | 22,254,602 | | International | 1,231,183 | 4,951,743 | | **Total revenues** | **14,201,190** | **27,206,345** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses lower H1 2023 revenue due to order timing, TPOXX® developments, and capital allocation - SIGA is a commercial-stage pharmaceutical company whose lead product, **TPOXX®**, is approved for smallpox in the U.S. and for smallpox, mpox, and cowpox in Europe and the UK[78](index=78&type=chunk)[79](index=79&type=chunk)[80](index=80&type=chunk) - The company is pursuing a potential FDA label expansion for TPOXX® to include **post-exposure prophylaxis (PEP)** for smallpox and is also assessing its use for the treatment of mpox through various clinical trials[82](index=82&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk) - The company estimates that approximately **920,000 courses of TPOXX®** would need to be delivered to the U.S. Strategic Stockpile in 2023 and 2024 to maintain historical levels of unexpired treatment[91](index=91&type=chunk) [Results of Operations](index=25&type=section&id=Results%20of%20Operations) H1 2023 revenues fell to $14.2 million, resulting in a pre-tax loss of $4.7 million Comparison of Results (Three Months Ended June 30) | Metric | 2023 ($M) | 2022 ($M) | Change ($M) | | :--- | :--- | :--- | :--- | | Product Sales Revenue | 1.3 | 8.6 | (7.3) | | R&D Revenue | 4.6 | 8.1 | (3.5) | | SG&A Expenses | 4.4 | 5.9 | (1.5) | | R&D Expenses | 5.1 | 6.8 | (1.7) | | Pre-tax (Loss)/Income | (3.4) | 3.2 | (6.6) | Comparison of Results (Six Months Ended June 30) | Metric | 2023 ($M) | 2022 ($M) | Change ($M) | | :--- | :--- | :--- | :--- | | Product Sales Revenue | 7.0 | 15.9 | (8.9) | | R&D Revenue | 7.2 | 11.3 | (4.1) | | Cost of Sales | 2.1 | 5.6 | (3.5) | | Pre-tax (Loss)/Income | (4.7) | 2.1 | (6.8) | [Liquidity and Capital Resources](index=27&type=section&id=Liquidity%20and%20Capital%20Resources) Cash decreased to $76.2 million due to a $32.1 million dividend and $11.0 million in share repurchases - Cash and cash equivalents decreased to **$76.2 million** as of June 30, 2023, from **$98.8 million** at December 31, 2022[120](index=120&type=chunk) - For the six months ended June 30, 2023, cash used in financing activities was **$43.4 million**, primarily due to a **$32.1 million special cash dividend** and **$11.0 million in common stock repurchases**[124](index=124&type=chunk) - As of June 30, 2023, the company had outstanding purchase orders for manufacturing obligations totaling approximately **$24.6 million**[125](index=125&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=28&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company's primary market risk is interest rate changes affecting its cash and equivalents - The company's main market risk exposure is from **changes in U.S. interest rates** affecting its cash and cash equivalents[129](index=129&type=chunk) - SIGA **does not use derivative financial instruments** to manage interest rate exposure[129](index=129&type=chunk) [Item 4. Controls and Procedures](index=28&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2023 - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective** as of June 30, 2023[131](index=131&type=chunk) - **No material changes** were made to the internal control over financial reporting during the quarter ended June 30, 2023[132](index=132&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=30&type=section&id=Item%201.%20Legal%20Proceedings) Current legal proceedings are not expected to have a material adverse effect on the business - The company is not involved in any legal proceedings that are expected to have a **material adverse effect** on its business[133](index=133&type=chunk) [Item 1A. Risk Factors](index=30&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors were reported since the 2022 Annual Report on Form 10-K - **No material changes** to risk factors were reported since the 2022 Annual Report on Form 10-K[134](index=134&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=30&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased 596,900 shares in Q2 2023, with $21.5 million remaining in its buyback program Issuer Purchases of Equity Securities (Q2 2023) | Period | Total Shares Purchased | Average Price Paid per Share ($) | Dollar Value Remaining for Purchase ($) | | :--- | :--- | :--- | :--- | | April 2023 | 431,700 | 5.87 | 22,450,884 | | May 2023 | 165,200 | 5.77 | 21,498,370 | | June 2023 | - | - | 21,498,370 | | **Total** | **596,900** | **5.84** | **21,498,370** | - The company has a share repurchase program authorized for up to **$50 million**, running through December 31, 2023[137](index=137&type=chunk) [Item 3. Defaults upon Senior Securities](index=30&type=section&id=Item%203.%20Defaults%20upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[138](index=138&type=chunk) [Item 4. Mine Safety Disclosures](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - No disclosure is required pursuant to this item[139](index=139&type=chunk) [Item 5. Other Information](index=30&type=section&id=Item%205.%20Other%20Information) The company reports no other material information for this period - No disclosure is required pursuant to this item[140](index=140&type=chunk) [Item 6. Exhibits](index=31&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including key contract modifications - Exhibits filed include a modification to the **BARDA contract (10.2)**, an amended transition agreement with the former CEO (10.3), and **CEO/CFO certifications** (31.1, 31.2, 32.1, 32.2)[141](index=141&type=chunk)

SIGA Technologies, Inc. (NASDAQ:SIGA) Q1 2023 Earnings Conference Call May 4, 2023 4:30 PM ET Company Participants Phil Gomez - CEO Dennis Hruby - Chief Scientific Officer Dan Luckshire - CFO Conference Call Participants Adam McCarter - Edison Group Ralph Weil - R. Weil Investments Operator Welcome to the SIGA Business Update Call. Before we turn the call over to SIGA management, please note that any forward-looking statements made during this call are based on management's current expectations and observat ...

[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I-FINANCIAL%20INFORMATION) [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section presents SIGA Technologies, Inc.'s unaudited interim financial statements as of March 31, 2023, including balance sheets, statements of operations, and cash flows, with notes on accounting policies and contract details [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $115,680,683 | $98,790,622 | | Accounts receivable | $12,316,704 | $45,406,960 | | Inventory | $42,577,787 | $39,273,090 | | **Total Assets** | **$183,924,259** | **$195,035,923** | | **Liabilities & Equity** | | | | Total current liabilities | $18,476,491 | $21,517,721 | | **Total Liabilities** | **$21,830,799** | **$24,875,881** | | **Total Stockholders' Equity** | **$162,093,460** | **$170,160,042** | - Total assets decreased from **$195.0 million** at year-end 2022 to **$183.9 million**, primarily due to a decrease in accounts receivable[12](index=12&type=chunk) - Cash and cash equivalents increased to **$115.7 million** from **$98.8 million**[12](index=12&type=chunk) [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Condensed Consolidated Statements of Operations (Unaudited, Three Months Ended March 31) | Metric | 2023 | 2022 | | :--- | :--- | :--- | | Total Revenues | $8,323,025 | $10,539,299 | | Total Operating Expenses | $10,431,331 | $11,978,180 | | Operating Loss | ($2,108,306) | ($1,438,881) | | Net and Comprehensive Loss | ($918,255) | ($361,049) | | Basic Loss Per Share | ($0.01) | ($0.00) | | Diluted Loss Per Share | ($0.01) | ($0.01) | - Total revenues decreased to **$8.3 million** in Q1 2023 from **$10.5 million** in Q1 2022[14](index=14&type=chunk) - The company reported a net loss of **$0.9 million**, compared to a net loss of **$0.4 million** in the prior-year period[14](index=14&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows (Unaudited, Three Months Ended March 31) | Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash provided by operating activities | $24,447,118 | $56,706,411 | | Cash used in investing activities | $0 | $0 | | Cash used in financing activities | ($7,557,057) | ($6,585,316) | | **Net increase in cash and cash equivalents** | **$16,890,061** | **$50,121,095** | - Cash from operating activities was **$24.4 million**, a decrease from **$56.7 million** in the prior year, primarily due to lower collections on accounts receivable[16](index=16&type=chunk)[114](index=114&type=chunk) - Cash used in financing activities was **$7.6 million**, mainly for common stock repurchases[16](index=16&type=chunk)[116](index=116&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) - As of March 31, 2023, the aggregate transaction price allocated to remaining performance obligations was **$64.9 million**, expected to be recognized as revenue within the next three years[19](index=19&type=chunk) - The company's 19C BARDA contract contemplates up to approximately **$602.5 million** in payments, with about **$281.9 million** in unexercised options remaining as of March 31, 2023[25](index=25&type=chunk) - In March 2023, the company fulfilled a **$5.1 million** firm commitment to the DoD for oral TPOXX®, and the DoD exercised a subsequent **$5.5 million** option[34](index=34&type=chunk) - As of March 31, 2023, the company had approximately **$29.3 million** of purchase commitments associated with manufacturing obligations[56](index=56&type=chunk) - On May 4, 2023, the Board of Directors declared a special dividend of **$0.45 per share**, payable on June 1, 2023[74](index=74&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's Q1 2023 financial performance, business overview, and key government contracts, highlighting decreased revenues, TPOXX® product developments, and liquidity management including a special dividend [Overview](index=21&type=section&id=Overview) - SIGA's lead product, **TPOXX®**, is an antiviral drug for smallpox, approved by the FDA in both oral and intravenous formulations, and also approved in Europe, the UK, and Canada for treating smallpox, mpox, cowpox, and vaccinia complications[76](index=76&type=chunk)[77](index=77&type=chunk)[78](index=78&type=chunk) - The company is pursuing a potential FDA label expansion for oral TPOXX® to include post-exposure prophylaxis (PEP) for smallpox, targeting a supplemental New Drug Application (sNDA) submission in early 2024[80](index=80&type=chunk) - Several randomized, placebo-controlled clinical trials (STOMP, PLATINUM, and PALM 007) are underway to assess the safety and efficacy of TPOXX® for treating mpox, which could support a future FDA label expansion[81](index=81&type=chunk)[82](index=82&type=chunk)[83](index=83&type=chunk) [Procurement Contracts](index=23&type=section&id=Procurement%20Contracts) - The 19C BARDA Contract has a total potential value of approximately **$602.5 million**, with **$281.9 million** in unexercised options remaining for oral and IV TPOXX®[87](index=87&type=chunk)[90](index=90&type=chunk) - The company estimates that approximately **920,000 courses** of TPOXX® need to be delivered to the U.S. Strategic Stockpile in 2023 and 2024 to maintain historical levels of unexpired treatment[92](index=92&type=chunk) - In March 2023, the company fulfilled a **$5.1 million** order from the DoD and the DoD exercised an additional **$5.5 million** option under DoD Contract 2[95](index=95&type=chunk) - As of March 31, 2023, the company had firm commitments with two European countries for approximately **$8 million** of oral TPOXX®[97](index=97&type=chunk) [Results of Operations](index=26&type=section&id=Results%20of%20Operations) Q1 2023 vs Q1 2022 Performance | Metric | Q1 2023 | Q1 2022 | Change | | :--- | :--- | :--- | :--- | | Product Sales Revenue | $5.7M | $7.3M | ($1.6M) | | R&D Revenue | $2.6M | $3.2M | ($0.6M) | | Cost of Sales | $1.2M | $4.7M | ($3.5M) | | SG&A Expenses | $4.2M | $3.7M | $0.5M | | R&D Expenses | $5.0M | $3.5M | $1.5M | - Q1 2023 product sales of **$5.7 million** were primarily from oral TPOXX® sales to the DoD, whereas Q1 2022 sales of **$7.3 million** were mainly from IV TPOXX® sales to the U.S. Government under the BARDA contract[104](index=104&type=chunk) - R&D expenses increased by **$1.5 million** year-over-year, primarily due to a **$0.6 million** increase in EMA regulatory fees and higher vendor costs for the PEP Label Expansion and BARDA contracts[108](index=108&type=chunk) [Liquidity and Capital Resources](index=27&type=section&id=Liquidity%20and%20Capital%20Resources) - Cash and cash equivalents increased to **$115.7 million** as of March 31, 2023, from **$98.8 million** at December 31, 2022[112](index=112&type=chunk) - Net cash provided by operating activities was **$24.4 million** for Q1 2023, primarily from the receipt of approximately **$35 million** for 2022 product deliveries[114](index=114&type=chunk) - The company used **$7.6 million** in financing activities during Q1 2023 to repurchase approximately **1.1 million shares** of common stock[116](index=116&type=chunk) - Future cash requirements include approximately **$29.3 million** in manufacturing purchase commitments and a special dividend of **$0.45 per share** declared on May 4, 2023[117](index=117&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=28&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's investment portfolio consists of cash and cash equivalents, with a primary objective of capital preservation, and its main market risk is sensitivity to changes in U.S. interest rates - The company maintains a conservative investment policy focused on capital preservation for its cash and cash equivalents[121](index=121&type=chunk) - The company does not use derivative financial instruments and its primary market risk exposure is to changes in U.S. interest rates affecting interest income[121](index=121&type=chunk) [Item 4. Controls and Procedures](index=28&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of March 31, 2023, with no material changes in internal control over financial reporting during the quarter - Based on an evaluation as of March 31, 2023, the CEO and CFO concluded that the company's disclosure controls and procedures were effective[123](index=123&type=chunk) - No changes occurred during the quarter ended March 31, 2023, that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[124](index=124&type=chunk) [PART II - OTHER INFORMATION](index=30&type=section&id=PART%20II-OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=30&type=section&id=Item%201.%20Legal%20Proceedings) The company may be involved in various claims and proceedings in the ordinary course of business but does not believe any current pending matters will have a material adverse effect on its financial position or results - The company states that while it may be involved in ordinary course legal claims, it does not expect the resolution of any current matters to have a material adverse effect on its business[125](index=125&type=chunk) [Item 1A. Risk Factors](index=30&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors disclosed in the 2022 Annual Report on Form 10-K, with the exception of a newly added risk concerning the potential loss of or delayed access to uninsured funds held in deposit or investment accounts at financial institutions - A new risk factor was added regarding cash and cash equivalents held at four financial institutions, where balances regularly exceed FDIC insurance limits, indicating that a failure of one of these institutions could result in a loss of or delay in accessing uninsured funds[126](index=126&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=30&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the company's stock repurchase activity under its **$50 million** share repurchase program authorized through December 31, 2023, with **1,139,922 shares** repurchased for approximately **$7.5 million** during Q1 2023 Issuer Purchases of Equity Securities (Q1 2023) | Period | Total Shares Purchased | Average Price Paid per Share | Dollar Value Remaining in Program | | :--- | :--- | :--- | :--- | | Jan 2023 | 291,071 | $7.50 | $30,284,999 | | Feb 2023 | 319,519 | $7.00 | $28,049,642 | | Mar 2023 | 529,332 | $5.79 | $24,986,971 | | **Total Q1** | **1,139,922** | **$6.56** | **$24,986,971** | - The company has a share repurchase program authorized for up to **$50 million**, valid through December 31, 2023[129](index=129&type=chunk) [Item 3. Defaults upon Senior Securities](index=30&type=section&id=Item%203.%20Defaults%20upon%20Senior%20Securities) None reported - The company reports no defaults upon senior securities[130](index=130&type=chunk) [Item 4. Mine Safety Disclosures](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Not applicable - No mine safety disclosures are required[131](index=131&type=chunk) [Item 5. Other Information](index=31&type=section&id=Item%205.%20Other%20Information) No other information is required to be disclosed - No disclosure is required under this item[132](index=132&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate governance documents, a transition agreement, and certifications by the CEO and CFO as required by the Sarbanes-Oxley Act - The report includes exhibits such as the Certificate of Incorporation, By-laws, CEO/CFO certifications (Sections 302 and 906), and XBRL data files[133](index=133&type=chunk) [Signatures](index=33&type=section&id=SIGNATURES)