Modular Medical Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously reported, on October 2, 2023, the Board of Directors of Modular Medical, Inc. (the “Company”) approved the Modular Medical, Inc. Two-Part FDA Submission and Clearance Milestone Bonus Program (the “Bonus Program”) to motivate and incentivize the Company’s employees. Under the terms of the Bonus Program, certain of the Company’s employees, including the Company’s executive officers, would receive a bonus in the event that the Company achieved the following milestones for its initial insulin pump product (the “MODD-1”): (i) completion of all verification and validation testing by December 31, 2023 and 510(k) premarket submission to the U.S. Food and Drug Administration (the “FDA”) by January 31, 2024 (“Milestone 1”) and (ii) receipt of notification of FDA clearance of the MODD-1 (the “Notification”) by August 1, 2024 (“Milestone 2”). The following summary is qualified in its entirety by the provisions of the Bonus Program, which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on October 5, 2023.
Under the Bonus Program, the Company granted options to purchase shares of the Company’s common stock to its executive officers (the “Executive Bonus Program Options”), as set forth in the table below.
| Name | Position | Milestone 1 Options | Milestone 2 Options | |||||||
| James Besser | Chief Executive Officer | 135,136 | - | |||||||
| Paul DiPerna | Chairman, President, Chief Financial Officer and Treasurer | 90,091 | 45,046 | |||||||
| Kevin Schmid | Chief Operating Officer | 37,538 | 18,769 | |||||||
The Executive Bonus Program Options were granted on October 2, 2023 (the “Grant Date”) under the Company’s Amended 2017 Equity Incentive Plan (the “2017 Plan”), had an exercise price of $1.11 per share (the closing price of the Company’s common stock on the Grant Date) and a term of 10 years. The Milestone 1 Options vested in full on January 19, 2024. Pursuant to the terms of the Bonus Program, the Milestone 2 Options were canceled on August 2, 2024, as the Company did not receive the Notification by August 1, 2024.
On August 22, 2024, the Company’s Board of Directors granted new options to certain executive officers, as set forth in the table below.
| Name | Position | Options | ||||
| Paul DiPerna | Chairman, President, Chief Financial Officer and Treasurer | 58,560 | ||||
| Kevin Schmid | Chief Operating Officer | 24,400 | ||||
Such options were granted on August 22, 2024 (the “New Grant Date”) under the 2017 Plan, have an exercise price of $1.71 per share (the closing price of the Company’s common stock on the New Grant Date) and a term of 10 years. The options will vest as to all of the shares subject to the option if the Company receives the Notification on or before December 31, 2024. If the Company does not receive the Notification on or before that date, the options will not vest as to any of the shares and will terminate on January 1, 2025.
In addition, the Company’s Board of Directors approved new options for certain non-executive employees of the Company to purchase an aggregate of 256,338 shares of the Company’s common stock. Such options will vest as to all of the shares subject to the option if the Company receives the Notification on or before December 31, 2024. If the Company does not receive the Notification on or before that date, the options will not vest as to any of the shares and will terminate on January 1, 2025.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Indicates a management contract or compensatory plan or arrangement. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MODULAR MEDICAL, INC. | ||
| Date: August 27, 2024 | By: | /s/ James E. Besser |
| James E. Besser | ||
| Chief Executive Officer | ||
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