We will issue to the underwriter, or its permitted designees, warrants to purchase up to 60,000 shares of common stock, representing 4.0% of the shares of

common stock sold in this offering (excluding any shares sold pursuant to the over-allotment option). The warrants will have an exercise price of 125% of the public offering price per share and will be exercisable during the four-year six month period commencing on the date that is six months from the commencement

of the sales of the offering.

We estimate that the net proceeds to us from this offering will be approximately $6.9 million, or approximately $8.3 million if the underwriter exercises its option to purchase additional shares from us in full, assuming an initial public offering price of $7.00 per share (the midpoint of the range set forth on the cover page of this prospectus), after deducting estimated underwriting discounts and commissions and estimated offering expenses.

Each $1.00 increase (decrease) in the public offering price per share would increase (decrease) our net proceeds, after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us, by $1.4 million (assuming the number of shares to be offered by us in the offering remains the same and assuming no exercise of the underwriter’s option to purchase additional shares from us and no exercise of the underwriter’s warrants).

Similarly, each increase (decrease) of 100,000 shares in the number of shares of our common stock offered by us would increase (decrease) our net proceeds, after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us, by $644,000, respectively (assuming no exercise of the underwriter’s option to purchase additional shares from us and no exercise of the underwriter’s warrants).

We currently intend to use the net proceeds to us from this offering primarily for general corporate purposes, including working capital, sales and marketing activities, technology development, general and administrative matters, and capital expenditures, although we do not currently have any specific or preliminary plans with respect to the use of proceeds for such purposes. We also expect to use $2.0 million of the net proceeds from this offering to repay in full the $2.0 million principal amount outstanding under senior secured notes issued in connection with the Bridge Note Financing which was closed in March 2023. The senior secured notes issued in the Bridge Note Financing do not bear any interest and mature and are to be repaid upon the earlier of (i) May 15, 2023 or (ii) if the consummation of this offering occurs on or before May 15, 2023, five business days thereafter. In lieu of any interest on the senior secured notes, we issued warrants to the noteholders as further described below. The proceeds from the Bridge Note Financing provided additional liquidity on a short-term basis and were used for general corporate purposes, including working capital, sales and marketing activities, and general and administrative matters. We also may use a portion of the net proceeds to acquire complementary businesses, products, services, or technologies; however, we do not have agreements, commitments, or plans for any specific acquisitions at this time.

Balance Sheet Data:

Cash and cash equivalents

Working capital⁽⁴⁾

Total assets

Customer deposits

Redeemable convertible preferred stock

Total stockholders’ (deficit) equity

The consolidated balance sheet data reflects the 1-for-150 reverse stock split effected on December 30, 2022 and the conversion in December 2022 of all of our outstanding redeemable convertible preferred stock into shares of Class A common stock on a 1:1 basis. The pro forma consolidated balance sheet data gives effect to: (i) the conversion of all outstanding Class A and Class B common stock into an aggregate of 2,450,922 shares of our common stock in February 2023 (which excludes 50,082 shares of our Class B common stock in accordance with ASC 718, as such shares remain subject to our right of repurchase or were exercised pursuant to the issuance of outstanding promissory notes), as if such conversion had occurred on the dates specified above; (ii) the issuance of an additional 8,677,001 shares of Class A common stock in connection with the rights offering completed in February 2023; and (iii) the filing and effectiveness of our amended and restated certificate of incorporation, which will occur upon the completion of this offering.

The pro forma as adjusted consolidated balance sheet data gives effect to: (i) the pro forma items described in footnote (1) above; (ii) the expected issuance of 186,933 shares of our common stock upon the automatic deemed net exercise of warrants outstanding as of December 31, 2022; (iii) the expected issuance of 637,556 shares of our common stock upon the automatic conversion of convertible notes outstanding as of December 31, 2022; (iv) the expected issuance of 186,425 shares of our common stock upon the automatic deemed net exercise of warrants issued in connection with the Bridge Note Financing; and (v) the issuance and sale by us of 1,500,000 shares of our common stock in this offering, assuming an initial public offering price of $7.00 per share (the midpoint of the range set forth on the cover page of this prospectus), after deducting estimated underwriting discounts and commissions and estimated offering expenses.

The pro forma as adjusted consolidated balance sheet data is illustrative only and will change based on the actual initial public offering price and other terms of this offering determined at pricing. Each $1.00 increase (decrease) in the assumed initial public offering price of $7.00 per share would increase (decrease) each of our pro forma as adjusted cash and cash equivalents, working capital, total assets and total stockholders’ equity (deficit) by $1.4 million, assuming the number of shares of our common stock offered by us, as set forth on the cover page of this prospectus, remains the same, and after deducting the estimated underwriting discounts and commissions and estimated offering expenses. Similarly, each increase (decrease) of 100,000 shares in the number of shares of our common stock offered by us would increase (decrease) each of our pro forma as adjusted cash and cash equivalents, working capital, total assets and total stockholders’ equity (deficit) by $644,000, assuming the assumed initial public offering price of $7.00 per share remains the same, and after deducting the estimated underwriting discounts and commissions and estimated offering expenses payable by us.

Working capital is defined as total current assets less total current liabilities. See our unaudited interim condensed consolidated financial statements and related notes included elsewhere in this prospectus for further details regarding our current assets and current liabilities.

an actual basis;

a pro forma basis to give effect to: (i) the conversion of all of our outstanding Class A common stock and Class B common stock on a 1:1 basis into an aggregate of 2,450,922 shares of our common stock in February 2023 (which excludes 50,082 shares of our Class B common stock in accordance with ASC 718, as such shares remain subject to our right of repurchase or were exercised pursuant to the issuance of outstanding promissory notes), as if such conversion had occurred on December 31, 2022; (ii) the issuance of an additional 8,677,001 shares of Class A common stock in connection with the rights offering completed in February 2023; and (iii) the filing and effectiveness of our amended and restated certificate of incorporation, which will occur upon the completion of this offering; and

a pro forma as adjusted basis to reflect: (i) the pro forma adjustments described above; (ii) the expected issuance of 186,933 shares of our common stock upon the automatic deemed net exercise of warrants outstanding as of December 31, 2022; (iii) the expected issuance of 637,556 shares of our common stock upon the automatic conversion of convertible notes outstanding as of December 31, 2022; (iv) the expected issuance of 186,425 shares of our common stock upon the automatic deemed net exercise of warrants issued in connection with the Bridge Note Financing; and (v) the sale by us of 1,500,000 shares of our common stock in this offering, at an assumed initial public offering price of $7.00 per share (the midpoint of the range set forth on the cover page of this prospectus), after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us.

Cash and cash equivalents

Series Seed redeemable convertible preferred stock, $0.0001 par value per share, 6,462,258 shares authorized, and 0 shares issued and outstanding, actual; no shares authorized issued, or outstanding, pro forma and pro forma as adjusted

Series A redeemable convertible preferred stock, $0.0001 par value per share, 187,673,157 shares authorized and 0 shares issued and outstanding, actual; no shares authorized issued, or outstanding, pro forma and pro forma as adjusted

Stockholders’ equity

Preferred stock, $0.0001 par value per share, no shares authorized, issued or outstanding, actual; 200,000,000 shares authorized, shares issued and outstanding, pro forma and pro forma as adjusted

Common stock, $0.0001 par value per share, no shares authorized, issued or outstanding, actual; 900,000,000 shares authorized, pro forma and pro forma as adjusted; 11,220,021 shares issued and outstanding, pro forma; 13,688,919 shares issued and outstanding, pro forma as adjusted ⁽⁴⁾

Class A Common stock, $0.0001 par value per share, 288,600,000 shares authorized and 2,416,698 issued and outstanding, actual; no shares authorized, issued, or outstanding, pro forma and pro forma as adjusted

Class B Common stock, $0.0001 par value per share, 81,350,000 shares authorized, and 34,224 issued and outstanding, actual; no shares authorized, issued, or outstanding, pro forma and pro forma as adjusted ⁽⁴⁾

Additional paid-in capital

Accumulated other comprehensive income (loss)

Accumulated deficit

Total stockholders’ equity

Total capitalization

The consolidated balance sheet data reflects the 1-for-150 reverse stock split effected on December 30, 2022 and the conversion in December 2022 of all of our outstanding redeemable convertible preferred stock into shares of Class A common stock on a 1:1 basis. The pro forma consolidated balance sheet data gives effect to: (i) the conversion of all outstanding Class A and Class B common stock into an aggregate of 2,450,922 shares of our common stock in February 2023 (which excludes 50,082 shares of our Class B common stock in accordance with ASC 718, as such shares remain subject to our right of repurchase or were exercised pursuant to the issuance of outstanding promissory notes), as if such conversion had occurred on the dates specified above; (ii) the issuance of an additional 8,677,001 shares of Class A common stock in connection with the rights offering completed in February 2023; and (iii) the filing and effectiveness of our amended and restated certificate of incorporation, which will occur upon the completion of this offering.

The pro forma as adjusted consolidated balance sheet data gives effect to: (i) the pro forma items described in footnote (1) above; (ii) the expected issuance of 186,933 shares of our common stock upon the automatic deemed net exercise of warrants outstanding as of December 31, 2022; (iii) the expected issuance of 637,556 shares of our common stock upon the automatic conversion of convertible notes outstanding as of December 31, 2022; (iv) the expected issuance of 186,425 shares of our common stock upon the automatic deemed net exercise of warrants issued in connection with the Bridge Note Financing; and (v) the issuance and sale by us of 1,500,000 shares of our common stock in this offering, assuming an initial public offering price of $7.00 per share (the midpoint of the range set forth on the cover page of this prospectus), after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us.

The pro forma as adjusted consolidated balance sheet data is illustrative only and will change based on the actual initial public offering price and other terms of this offering determined at pricing. Each $1.00 increase (decrease) in the assumed initial public offering price of $7.00 per share (the midpoint of the range set forth on the cover page of this prospectus) would increase (decrease) each of our pro forma as adjusted cash and cash equivalents, working capital, total assets and total stockholders’ equity (deficit) by $1.4 million, assuming the number of shares of our common stock offered by us, as set forth on the cover page of this prospectus, remains the same, and after deducting the estimated underwriting discounts and commissions and estimated offering expenses payable by us. Similarly, each increase (decrease) of 100,000 shares in the number of shares of our common stock offered by us would increase (decrease) each of our pro forma as adjusted cash and cash equivalents, working capital, total assets and total stockholders’ equity (deficit) by $644,000, assuming the assumed initial public offering price of $7.00 per share remains the same, and after deducting the estimated underwriting discounts and commissions and estimated offering expenses payable by us.

The shares of common stock outstanding on a pro forma basis as of December 31, 2022 and the shares of Class B common stock issued and outstanding on an actual basis as of December 31, 2022 excludes 50,082 shares in accordance with ASC 718, as those shares were issued pursuant to the early exercise of options to purchase Class B common stock which remain subject to our right of repurchase or upon the exercise of options pursuant to the issuance of outstanding promissory notes.

Assumed initial public offering price per share

Historical net tangible book value per share of common stock as of December 31, 2022

Increase per share in net tangible book value per share of common stock attributable to pro forma adjustments

Pro forma net tangible book value per share as of December 31, 2022

Increase in pro forma net tangible book value per share attributable to new investors purchasing shares of our common stock in this offering

Pro forma as adjusted net tangible book value per share after this offering

Dilution per share to new investors participating in this offering

Existing stockholders

New investors

Total