Interpace Biosciences: securities offering (amended)

Cover page 6 changes

filed with the Securities and Exchange Commission on September 24, 30, 2026.

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TO COMPLETION, DATED SEPTEMBER 24, 30, 2026

shares of Common Stock

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or "us") is offering $20,000,000 3,100,000 shares of common stock, $0.01 par value per share. We currently estimate that the public offering price will be between $6.00 and $7.00 per share. The last reported sale price of our common stock on the OTCID tier operated by OTC Markets Group Inc. (the "OTCID") on September 22, 29, 2026 was $6.47 $6.42 per share. The public offering price per share will be determined between the underwriter and us at the time of pricing, considering our historical performance and capital structure, prevailing market conditions, and overall assessment of our business, and may be at a discount to the current market price. The recent market price and the midpoint of the price range set forth above of $6.50 per share used throughout this prospectus may not be indicative of the final public offering price.

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("IDXGD" for 20 trading days from and including the date of the Reverse Split (as defined below)). In connection with this offering, we have applied to list our common stock on the Nasdaq Capital Market ("Nasdaq") under the symbol "IDXG".

In connection with this offering, we have applied to list our common stock on the Nasdaq Capital Market ("Nasdaq") under the symbol "IDXG". We believe that upon the completion of this offering, we will meet the standards for listing on Nasdaq, and the closing of this offering is contingent upon receiving conditional approval from Nasdaq of such listing. No assurance can be given that our listing application will be approved or, if we receive approval, that a trading market will develop or be sustained. The sale prices of our common stock on the OTCID may not be indicative of the prices of our common stock when traded on Nasdaq. If our listing application is not approved, we will not consummate this offering.

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Prospectus summary 2 changes

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our annual meeting of stockholders on August 20, 2026 (the "Annual Meeting"), our stockholders granted discretionary authority to our Board of Directors (the "Board") to amend our Amended and Restated Certificate of Incorporation to effect a reverse stock split of our outstanding shares of common stock within a range of one-for-two to one-for-ten, with the exact ratio, if any, to be determined by our Board of Directors thereof without further approval or authorization of our stockholders and with the reverse stock split to be implemented not later than one (1) year after stockholder approval. On August 20, 2026, our Board approved the reverse stock split at a ratio of 1-for-5. On August 25, 2026, we filed a certificate of amendment (the "Amendment") to our Certificate of Incorporation with the Secretary of State of the State of Delaware (as amended, the "Amended and Restated Certificate of Incorporation"), to effectuate a 1-for-5 reverse stock split (the "Reverse Split") of our common stock without any change to its par value or the number of authorized shares of common stock. The Amendment became effective on August 27, 2026. No fractional shares were issued in connection with the Reverse Split, as all fractional shares were rounded up to the next whole share. Unless otherwise stated, all share and per share amounts of our common stock included in this prospectus have been adjusted to give effect to the Reverse Split to all periods presented; however, documents incorporated by reference into this prospectus that were filed prior to August 27, 2026 do not give effect to the Reverse stock Split, unless otherwise stated.

were originally incorporated in New Jersey in 1986 and began commercial operations as PDI, Inc., a contract sales organization or CSO, in 1987. In connection with PDI, Inc.'s initial public offering, it reincorporated in Delaware in 1998. In 2015 the CSO business and assets were sold, and we continued to operate our molecular diagnostics business as Interpace Diagnostics Group, Inc. (IDXG) ("IDXGD" for 20 trading days from and including the date of the Reverse Split). We conduct our business through our wholly-owned subsidiaries, Interpace Diagnostics, LLC, which was formed in Delaware in 2013 and Interpace Diagnostics Corporation (formerly known as RedPath Integrated Pathology, Inc.), which was formed in Delaware in 2007. On November 12, 2019, we changed the name of Interpace Diagnostics Group, Inc. to Interpace Biosciences, Inc. Our executive offices are located at Waterview Plaza, Suite 310, 2001 Route 46, Parsippany, New Jersey 07054. Our telephone number is (855) 776-6419.

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The offering 2 changes

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( shares (9,466,962 shares if the underwriter exercises its option to purchase additional shares in full).

underwriter has an option for a period of 30 days to acquire up to an additional $3,000,000 465,000 shares of common stock at the public offering price, less the underwriting discount, solely for the purpose of covering over-allotments, if any.

Dividend policy 1 change

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have applied to list our common stock on Nasdaq under the symbol "IDXG" upon our satisfaction of Nasdaq's initial listing criteria. The closing of this offering is contingent upon receiving conditional approval from Nasdaq of such listing. Our common stock is currently quoted on the OTCID under the symbol "IDXG". ("IDXGD" for 20 trading days from and including the date of the Reverse Split).

Risk factors 4 changes

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the public offering price of our common stock in this offering is higher than the net tangible book value per share of our outstanding common stock outstanding prior to this offering, you will suffer dilution in the book value of the common stock you purchase in this offering. The shares of common stock sold in this offering, if any, will be sold from time to time at various prices. After giving effect to the sale of 3,100,000 shares of our common stock in the aggregate offering amount of $20.0 million at an assumed public offering price of $6.47 $6.50 per share, which is equal to the last reported sale price midpoint of our common stock on the OTCID price range set forth on September 22, 2026, the cover page of this prospectus, and after deducting estimated offering commissions and expenses payable by us, you would suffer immediate dilution of $2.01 $2.03 per share in the net tangible book value of the common stock. See the section titled " Dilution " for a more detailed discussion of the dilution you will incur if you purchase shares in this offering.

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to this offering, approximately 79% of our common stock was held by two unrelated private equity funds. While such funds have registration rights, such common stock is not currently registered and is subject to resale limitations under Securities Act Rule 144. Subsequent to this offering and the expiration of their respective lock-up agreements on , 2026, such funds may sell a substantial number of shares of our common stock in the public market, which could cause the market price of our common stock to decline.

Subsequent to this offering and the expiration of their respective lock-up agreements on , 2026, such funds may sell a substantial number of shares of our common stock in the public market, which could cause the market price of our common stock to decline.

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management will have broad discretion over the use of net proceeds from this offering, and we could spend the net proceeds from this offering in ways our stockholders may not agree with or that do not yield a favorable return, if at all. We currently expect to use the net proceeds from this offering for working capital, capital expenditures and other general corporate purposes. We may use a portion of the net proceeds of this offering for the development of a new test to assess the risk of pancreatic cyst and Barrett's Esophagus progression to cancer. We may also use a portion of the net proceeds from this offering to in-license, acquire or invest in complementary businesses, technologies, products or assets. Although we currently have no agreements, commitments or obligations to do so, we evaluate such opportunities and engage in related discussions with third parties from time to time. However, our use of these net proceeds may differ substantially from our current plans. If we do not invest or apply the net proceeds of this offering in ways that improve our operating results, we may fail to achieve expected financial results, which could cause our stock price to decline.

Use of proceeds 4 changes

estimate that the net proceeds to us from this offering will be approximately $17.8 $17.9 million (or approximately $20.6 $20.8 million if the underwriter exercises in full its option to purchase up to 465,000 additional shares of common stock), based on an assumed public offering price of $6.50 per share, which is the midpoint of the price range set forth on the cover page of this prospectus, after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us.

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$1.00 increase or decrease in the assumed public offering price of $6.47 $6.50 per share, which is the last reported sale price per share midpoint of our common stock on the OTCID price range set forth on September 22, 2026, the cover page of this prospectus, would increase or decrease the net proceeds to us from this offering by $2.9 million, assuming that the number of shares of common stock offered by us remains the same, and after deducting the estimated underwriting discounts and commissions and estimated offering expenses payable by us. Similarly, each increase or decrease of 1.0 million shares of common stock offered by us, would increase or decrease the net proceeds to us by $6.1 million, assuming the assumed public offering price per share remains the same, and after deducting the estimated underwriting discounts and commissions and estimated offering expenses payable by us.

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common stock is currently quoted on the OTCID under the symbol "IDXG". ("IDXGD" for 20 trading days from and including the date of the Reverse Split). In connection with this offering, we have applied to list our common stock on Nasdaq under the symbol "IDXG." We believe that upon the completion of this offering, we will meet the standards for listing on Nasdaq, and the closing of this offering is contingent upon receiving conditional approval from Nasdaq of such listing. No assurance can be given that our listing application will be approved or, if we receive approval, that a trading market will develop or be sustained. The sale prices of our common stock on the OTCID may not be indicative of the price of our common stock when traded on Nasdaq. Unlike Nasdaq, the OTCID is not registered as an "exchange" pursuant to the Exchange Act. OTCID is part of a SEC-registered electronic interdealer quotation system that displays quotes from broker-dealers, sales volume, trade execution prices and other information. OTCID is a significantly more limited market than Nasdaq and our trading volume on OTCID is limited. If our listing application with Nasdaq is not approved, we will not consummate this offering.

of September 22, 25, 2026, we had approximately 5,901,962 shares of common stock issued and outstanding held of record by approximately 180 holders of record. Because many of our shares of common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of beneficial owners of our common stock represented by these record holders.

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Capitalization 4 changes

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an adjusted basis, including 360,114 shares issued upon the settlement of restricted stock units that vested on August 20, 2026;

an adjusted basis, including 360,114 shares issued upon the settlement of restricted stock units that vested on August 20, 2026, and as adjusted for the increase in our authorized shares resulting from the filing of our Amended and Restated Certificate of on a further adjusted basis to give effect to the issuance and sale by us of $20,000,000 of 3,100,000 shares of common stock at an assumed public offering price of $6.47 $6.50 per share, which is equal to the last reported sale price midpoint of our common stock on the OTCID price range set forth on September 22, 2026, the cover page of the prospectus, and after deducting underwriting discounts, fees and estimated offering expenses payable by us.

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Preferred stock, par value $0.01 per share; 5,000,000 shares authorized, 0 shares issued and outstanding - - - Common stock, par value $.01 per share; 100,000,000 shares authorized, and 200,000,000 as adjusted;

Preferred stock, par value $0.01 per share; 5,000,000 shares authorized, 0 shares issued and outstanding - - - Common stock, par value $.01 per share; 100,000,000 shares authorized, and 200,000,000 as adjusted for the increase in our authorized shares resulting from the filing of our Amended and Restated Certificate of Incorporation; 5,568,999 shares issued and 5,540,181 outstanding, actual; 6,045,457 shares issued and 5,900,295 outstanding, post-vesting; 9,136,647 9,145,457 issued and 8,991,485 9,000,295 outstanding, as adjusted to give effect to this offering Additional paid-in capital 234,608 238,439 256,196 256,337 Accumulated deficit (209,926 ) (213,761 ) (213,761 ) Treasury stock, at cost (28,818, 145,162, and 145,162 shares) (2,078 ) (3,015 ) (3,015 ) Total stockholders' equity $ 23,244 $ 22,307 $ 40,095 40,236 Total capitalization $ 23,244 $ 22,307 $ 40,095 40,236 The foregoing discussion and table above are based on 5,540,181 shares of common stock outstanding as of June 30, 2026, and excludes:

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Dilution 4 changes

in net tangible book value per share 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 this offering. After giving effect to the sale of $20,000,000 3,100,000 shares of common stock at an assumed public offering price of $6.50 per share, of common stock of $6.47, which is equal to the last reported sale price midpoint of our common stock on the OTCID price range set forth on September 22, 2026, the cover page of this prospectus, and after deducting the estimated underwriting discounts and estimated offering expenses payable by us, and after giving effect to the issuance of 360,114 shares for the settlement of restricted stock units on August 20, 2026, our as adjusted net tangible book value as of June 30, 2026 would have been approximately $40.1 $40.2 million, or approximately $4.46 $4.47 per share. This represents an immediate increase in net tangible book value to existing stockholders of $0.68 $0.69 per share and an immediate dilution in as adjusted net tangible book value of $2.01 $2.03 per share of our common stock to the investors purchasing securities in this offering.

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Each $1.00 decrease in the assumed public offering price would decrease our as adjusted net tangible book value per share after this offering by $0.26 per share. For each $1.00 increase in the assumed public offering price, the dilution per share to new investors participating in this offering would be $2.80 per share, assuming that the dollar amount of common stock offered by us remains the same, and after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us.

For each $1.00 decrease in the assumed public offering price, the dilution per share to new investors participating in this offering would be $1.27, assuming that the dollar amount of common stock offered by us remains the same, and after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us.

Historical net tangible book value (deficit) per share as of June 30, 2026 $ 4.20 Historical net tangible book value (deficit) per share as of June 30, 2026, as adjusted for the issuance of 360,114 shares for the settlement of restricted stock units on August 20, 2026 $ 3.78 Increase in net tangible book value per share attributable to investors purchasing in this offering $ 0.68 0.69 As adjusted net tangible book value per share as of June 30, 2026 after this offering $ 4.46 4.47 Dilution per share to investors purchasing in this offering $ 2.01 2.03 Each $1.00 increase (decrease) in the assumed public offering price of $6.47 $6.50 per share, which is the last reported sale price midpoint of our common stock on the OTCID price range set forth on September 22, 2026, the cover page of this prospectus, would increase (decrease) our as adjusted net tangible book value per share after this offering by $0.21 $0.32 per share and the dilution per share to new investors participating in this offering would increase (decrease) by $0.68 per share, in each case assuming the number of shares offered by us remains the same, and after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us. Similarly, an increase of 1.0 million shares of common stock offered by us would increase the as adjusted net tangible book value after this offering by $0.16 per share and decrease the dilution per share to new investors participating in this offering by $0.16 per share, and a decrease of 1.0 million shares of common stock offered by us would decrease the as adjusted net tangible book value by $0.20 per share and increase the dilution per share to new investors in this offering by $0.20 per share, assuming that the assumed public offering price remains the same, and after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us.

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Description of the securities 2 changes

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of September 22, 25, 2026, our authorized capital stock consists of 200,000,000 shares of common stock, par value $0.01 per share, of which 5,901,962 shares were issued and outstanding, held by approximately 180 stockholders of record and 5,000,000 shares of preferred stock, par value $0.01 per share, of which no shares were issued and outstanding, reflecting the amendment filing of our Amended and Restated Certificate of Incorporation, on August 20, 2026. The actual number of stockholders is greater than the number of stockholders of record and includes stockholders who are beneficial owners but whose shares are held in street name by brokers and other nominees. This number of holders of record also does not include stockholders whose shares may be held in trust by other entities. In addition, as of September 22, 2026 we had options to purchase 49,244 shares of common stock issued and outstanding at a weighted average exercise price of $36.49 (including 10,134 shares under the 2004 Stock Award and Incentive Plan) and 1,666 restricted stock units outstanding under our 2019 Equity Incentive Plan. On September 22, 2026, we had options to purchase 318,554 shares of common stock issued and outstanding with a weighted average exercise price of $10.10 and 138,501 restricted stock units outstanding under our 2026 Equity Incentive Plan. The authorized and unissued shares of common stock and preferred stock are available for issuance without further action by our stockholders, unless such action is required by applicable law or the rules of any stock exchange on which our securities may be listed. Unless approval of our stockholders is so required, our board of directors will not seek stockholder approval for the issuance and sale of our common stock.

This number of holders of record also does not include stockholders whose shares may be held in trust by other entities. In addition, as of September 25, 2026 we had options to purchase 49,244 shares of common stock issued and outstanding at a weighted average exercise price of $36.49 (including 10,134 shares under the 2004 Stock Award and Incentive Plan) and 1,666 restricted stock units outstanding under our 2019 Equity Incentive Plan. On September 25, 2026, we had options to purchase 318,554 shares of common stock issued and outstanding with a weighted average exercise price of $10.10 and 138,501 restricted stock units outstanding under our 2026 Equity Incentive Plan. The authorized and unissued shares of common stock and preferred stock are available for issuance without further action by our stockholders, unless such action is required by applicable law or the rules of any stock exchange on which our securities may be listed. Unless approval of our stockholders is so required, our board of directors will not seek stockholder approval for the issuance and sale of our common stock.

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Principal stockholders 1 change

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as otherwise indicated, the persons listed below have sole voting and investment power with respect to all shares of common stock owned by them and all information with respect to beneficial ownership has been furnished to us by the respective stockholder. Except as otherwise indicated, the address of the persons listed below is c/o Interpace Biosciences, Inc., 2001 Route 46 Waterview Plaza, Suite 310, Parsippany, New Jersey 07054. The percentage of beneficial ownership is based on 5,901,962 shares of common stock outstanding as of September 22, 25, of Shares Beneficially Owned (1) Percent of Shares Outstanding 5% Holders:

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Plan of distribution 1 change

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common stock is currently quoted on the OTCID under the symbol "IDXG". ("IDXGD" for 20 trading days from and including the date of the Reverse Split). In connection with this offering, we have applied to list our common stock on Nasdaq under the symbol "IDXG".

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01 of any Current Report on Form 8-K 2 changes

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Current Reports on Forms 8-K, as applicable (other than portions thereof furnished under Item 2.02 or Item 7.01 of Form 8-K and exhibits accompanying such reports that are related to such items) filed with the SEC on August 21, 2026 (as amended on August 26, 2026 ) and description of our shares of common stock contained in Exhibit 4.1 to our Annual Report on Form 10-K filed with the Commission on April 1, 2021, including any amendment or report filed for the purpose of updating such description.

Current Reports on Forms 8-K, as applicable (other than portions thereof furnished under Item 2.02 or Item 7.01 of Form 8-K and exhibits accompanying such reports that are related to such items) filed with the SEC on August 21, 2026 (as amended on August 26, 2026 ) and written or oral request, we will provide without charge to each person, including any beneficial owner, to whom a copy of the prospectus is delivered a copy of the documents incorporated by reference in this prospectus (other than exhibits to such documents unless such exhibits are specifically incorporated by reference in this prospectus). You may request a copy of these filings, at no cost, by writing or telephoning us at the following address: Interpace Biosciences, Inc., 2001 Route 46 Waterview Plaza, Suite 310, Parsippany, New Jersey 07054, c/o Investor Relations, telephone: 412-224-6100 ext. 6705. You may also access these documents on our website at www.interpace.com.

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Exhibits 45 changes

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Form of Underwriting Agreement by and between Interpace Biosciences, Inc. and Lake Street Capital Markets, LLC, incorporated by reference to Exhibit 1.1 to the Company's Registration Statement on Form S-1 (File No. 333-299123), filed herewith). with the SEC on September 25, 2026.

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Amended and Restated Certificate of Incorporation, dated August 20, 2026 (filed herewith).

Certificate of Amendment to Amended and Restated Certificate of Incorporation, dated August 25, 2026 (filed herewith).

Description of Securities, incorporated by reference to Exhibit 4.1 of the Company's Annual Report on Form 10-K, filed with the SEC on April 1, 2021.

Opinion of McDermott Will & Schulte LLP (filed herewith).

Amended and Restated 2004 Stock Award and Incentive Plan, incorporated by reference to Annex A of the Company's definitive proxy statement, filed with the SEC on August 14, 2017.

Form of Non-Qualified Stock Option Agreement, incorporated by reference to Exhibit 10.3 of the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, filed with the SEC on May 15, 2018.

Form of Incentive Stock Option Agreement, incorporated by reference to Exhibit 10.4 of the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, filed with the SEC on May 15, 2018.

Interpace Diagnostics Group, Inc. 2019 Equity Incentive Plan, incorporated by reference to Exhibit 4.1 of the Company's quarterly report on Form 10-Q for the quarter ended September 30, 2019, filed with the SEC on November 14, 2019.

Amendment to the Interpace Biosciences, Inc. 2019 Equity Incentive Plan, incorporated by reference to Exhibit 10.8 of the Company's quarterly report on Form 10-Q for the quarter ended March 31, 2020, filed with the SEC on June 26, 2020.

Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement under the 2019 Equity Incentive Plan, incorporated by reference to Exhibit 4.3 of the Company's quarterly report on Form 10-Q for the quarter ended September 30, 2019, filed with the SEC on November 14, 2019.

Form of Interpace Biosciences, Inc. 2019 Equity Incentive Plan Restricted Stock Unit And Restricted Stock Unit Agreement, incorporated by reference to Exhibit 10.9 of the Company's quarterly report on Form 10-Q for the quarter ended March 31, 2020, filed with the SEC on June 26, 2020.

Form of Stock Option Grant Notice and Stock Option Agreement under the 2019 Equity Incentive Plan, incorporated by reference to Exhibit 4.4 of the Company's quarterly report on Form 10-Q for the quarter ended September 30, 2019, filed with the SEC on November 14, 2019.

Incentive Stock Option Agreement between Interpace Diagnostics Group, Inc. and Jack E. Stover, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the SEC on October 20, 2016.

Employment Agreement, dated November 23, 2020, between Thomas W. Burnell and Interpace Biosciences, Inc., incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the SEC on November 25, 2020.

Employment Agreement, dated July 24, 2023, between Christopher McCarthy and Interpace Biosciences, Inc., incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the SEC on August 2, 2023.

Form of Indemnification Agreement by and between Interpace Diagnostics Group, Inc. and its directors and executive officers, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the SEC on August 8, 2016.

Form of Indemnification Agreement by and between Interpace Biosciences, Inc. and Indemnitee, incorporated by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K, filed with the SEC on January 17, 2020.

2026 Employee Stock Purchase Plan, incorporated by reference to Exhibit 4.2 to the Registration Statement on Form S-8, filed with the SEC on September 17, 2026.

Agreement, dated January 21, 2022, between Dr. Vijay Aggarwal and Interpace Biosciences, Inc., incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the SEC on January 27, 2022.

Lease Agreement, dated March 31, 2017, by and between Saddle Lane Realty, LLC and the Company, incorporated by reference to Exhibit 10.53 of the Company's Registration Statement on Form S-1 (333-218140), as amended on June 13, 2017.

First Amendment, dated September 26, 2017, by and between Saddle Lane Realty, LLC and Interpace Diagnostics Corporation, incorporated by reference to Exhibit 10.36 of the Company's Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on April 22, 2020, as amended from time to time.

Amendment No. 2 to Lease, dated March 15, 2018, between Saddle Lane Realty, LLC and Interpace Diagnostics Corporation, incorporated by reference to Exhibit 10.45 of the Company's Annual Report on Form 10-K for the year ended December 31, 2017, filed with the SEC on March 23, 2018.

Fourth Lease Amendment by and between Interpace Biosciences, Inc. and Saddle Lane Realty, LLC, dated as of October 31, 2022, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K filed with the SEC on November 4, 2022.

Amendment to the Interpace Biosciences, Inc. 2019 Equity Incentive Plan, incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the SEC on November 15, 2022.

Amended and Restated Investor Rights Agreement, dated as of October 10, 2024, by and among Interpace Biosciences, Inc., 1315 Capital II, L.P. and Ampersand 2018 Limited Partnership, incorporated by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K, filed with the SEC on October 15, 2024.

2026 Equity Incentive Plan, incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-8, filed with the SEC on September 17, 2026.

Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Agreement under the 2026 Equity Incentive Plan, incorporated by reference to Exhibit 4.3 to the Registration Statement on Form S-8, filed with the SEC on September 17, 2026.

Form of Stock Option Grant Notice and Stock Option Agreement under the 2026 Equity Incentive Plan, incorporated by reference to Exhibit 4.4 to the Registration Statement on Form S-8, filed with the SEC on September 17, 2026.

Subsidiaries of the Registrant, incorporated by reference to Exhibit 21.1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on April 22, 2020, as amended from time to time.

Consent of EisnerAmper, LLP (filed herewith).

Consent of McDermott Will & Schulte LLP (included in Exhibit 5.1 filed herewith).

Power of Attorney (included on the signature page hereto).

XBRL Instance Document

XBRL Taxonomy Extension Schema Document

XBRL Taxonomy Extension Calculation Linkbase Document

XBRL Taxonomy Extension Definition Linkbase Document

XBRL Taxonomy Extension Label Linkbase Document

XBRL Taxonomy Extension Presentation Linkbase Document

Page Interactive Data File (formatted as Inline XBRL and contained in Exhibits 101) Filing Fee Table (filed herewith).

compensatory plan, compensation arrangement or management contract.

Certain schedules, exhibits and similar attachments

to this exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K because they do not contain information material to an investment decision that is not otherwise disclosed in the exhibit or the registration statement. The registrant agrees to furnish supplementally a copy of any omitted schedule, exhibit or similar attachment to the SEC upon request.

Specimen Amended and Restated Certificate Representing the Common Stock, of Incorporation, dated August 20, 2026, incorporated by reference to Exhibit 4.1 of 3.2 to the Company's Registration Statement on Form S-3 S-1 (File No. 333-227728), 333-299123), filed with the SEC on October 5, 2018. September 25, 2026.

Certificate of Amendment to Amended and Restated Certificate of Incorporation, dated August 25, 2026, incorporated by reference to Exhibit 3.3 to the Company's Registration Statement on Form S-1 (File No. 333-299123), filed with the SEC on September 25, 2026.

Undertakings 1 change

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to the requirements of the Securities Act, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Parsippany, State of New Jersey, on September 24, 30, 2026.

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