On May 7, 2020, we entered into an underwriting agreement with Robert W. Baird & Co. Incorporated, as representative of the several underwriters or the Underwriters, with respect to
our sale to the Underwriters of 2,338,468 shares of common stock, or the Firm Shares. Pursuant to the underwriting agreement, we agreed to issue and sell the Firm Shares to the Underwriters for a purchase price of $11.045 per Share at a closing
to be held on May 11, 2020 and the Underwriters agreed to offer the Firm Shares to the public at a public offering price of $11.75. Under the underwriting agreement, we also granted the Underwriters an option, exercisable for 30 days, to
purchase up to an additional 350,770 shares of common stock, or the Option Shares, at the public offering price less the underwriting discounts and commissions.
The underwriting agreement contains customary representations, warranties and agreements by us, and customary conditions to closing, indemnification obligations of us and the Underwriter, including
indemnification for liabilities under the Securities Act of 1933, other obligations of the parties, and termination provisions.
Pursuant to the underwriting agreement we, our directors and our executive officers entered into agreements in substantially the form included as an exhibit to the underwriting agreement providing for
a ninety-day “lock-up” period with respect to sales of our specified securities, subject to certain exceptions.
The Firm Shares and the Option Shares have been registered under a registration statement on Form S-3, as amended, that was filed with, and declared effective by, the Securities and Exchange
Commission. A prospectus supplement and accompanying prospectus have been filed with the Securities and Exchange Commission.
On May 8, 2020, the Underwriters notified us, in accordance with the underwriting agreement, that they were exercising their over-allotment option to purchase 281,125 of the Option Shares
contemporaneously with their purchase of the Firm Shares. On May 11, 2020, we announced the closing of our sale to the Underwriters of 2,619,593 shares of common stock, consisting of the Firm Shares and such 281,125 Option Shares, for gross
proceeds of approximately $30.8 million. The remaining 69,645 shares subject to the Underwriters’ option continue to be subject to purchase through June 6, 2020.
The foregoing description of the underwriting agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the underwriting
agreement, which is included as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.