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Securities registered pursuant to Section12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities ExchangeAct of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has beensubject to such filing requirements for the past 90days.Yes⌧No◻ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was requiredto submit such files).Yes⌧No◻ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany or emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and“emerging growth company” in Rule 12b-2 of the Exchange Act. Smaller reporting company⌧ Emerging growth company◻ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.◻ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared or issued its audit report.◻ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.◻ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).◻ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). Yes◻No⌧ As of June 28, 2024, the last business day of the registrant’s last completed second quarter, the aggregate market value of the registrant’scommon stock held by non-affiliates of the registrant was approximately $76.1million based on the closing price of the registrant’s common stock,as reported by the Nasdaq Global Select Market, on such date. As of January 31, 2025,107,918,821shares of common stock, $0.00001 par value, were outstanding. DOCUMENTS INCORPORATED BY REFERENCE None. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This AnnualReport on Form 10-K(this“Annual Report”)contains forward-lookingstatements within the meaning of Section 27A of the Securities Act of 1933, as amended (the“Securities Act”), and Section21E of the Securities Exchange Act of 1934, as amended (the“Exchange Act”), that involve substantial risks and uncertainties. The forward-looking statements arecontained principally in Part I, Item 1. “Business,” Part I, Item 1A. “Risk Factors,” and Part II,Item7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,”but are also contained elsewhere in this Annual Report. In some cases, you can identify forward-looking statements by the words “may,” “might,” “can,” “will,” “to be,” “could,” “would,” “should,”“expect,” “intend,” “plan,” “objective,” “anticipate,” “believe,” “estimate,” “predict,” “project,”“potential,” “likely,” “continue” and “ongoing,” or the negative of these terms, or other comparableterminology intended to identify statements about the future. These statements involve known andunknown risks, uncertainties and other factors that may cause our actual results, levels of activity,performance or achievements to be materially different from the information expressed or implied bythese forward-looking statements. Although we believe that we have a reasonable basis for eachforward-looking statement contained in this Annual Report, we caution you that these statements arebased on a combination of facts and factors currently known by us and our expectations of the future,about which we cannot be certain. Forward-looking statements include statements about: ●our plans to develop our product candidates;●the clinical utility of our product candidates;●our plans and expectations related to manufacturing capabilities and strategy;●our expectations regarding coverage and reimbursement of our product candidates, ifapproved;●our intellectual property position;●our plans to pursue strategic alternatives, including identifying and consummatingtransactions with third-party partners, to further develop, obtain marketing approval forand/or commercialize our product candidat