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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/22/23 Modular Medical, Inc. 8-K:1,9 11/22/23 12:570K EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size
1: 8-K Current Report HTML 28K
2: EX-1.1 Sales Agreement, Dated as of November 22, 2023, HTML 257K
Between Modular Medical, Inc. and Leerink Partners
LLC
3: EX-5.1 Opinion of Lucosky Brookman LLP HTML 11K
7: R1 Cover HTML 46K
10: XML IDEA XML File -- Filing Summary XML 12K
8: XML XBRL Instance -- ea188824-8k_modular_htm XML 15K
9: EXCEL IDEA Workbook of Financial Report Info XLSX 8K
5: EX-101.LAB XBRL Labels -- modd-20231122_lab XML 97K
6: EX-101.PRE XBRL Presentations -- modd-20231122_pre XML 64K
4: EX-101.SCH XBRL Schema -- modd-20231122 XSD 13K
11: JSON XBRL Instance as JSON Data -- MetaLinks 25± 35K
12: ZIP XBRL Zipped Folder -- 0001213900-23-089664-xbrl Zip 87K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i November 22, 2023
| i MODULAR MEDICAL, INC. |
| (Exact name of registrant as specified in its charter) |
| i Nevada | i 001-41277 | i 87-0620495 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| i 10740 Thornmint Road, i San Diego, i California | i 92127 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: ( i 858) i 800-3500
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
| i Common Stock | i MODD | The i Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement.
On November 22, 2023, Modular Medical, Inc. (the “Company”) entered into a Sales Agreement (the “ATM Agreement”) with Leerink Partners LLC (“Leerink”) under which the Company may offer and sell, from time to time at its sole discretion, shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), for aggregate gross proceeds of up to $6,500,000 through an “at the market offering” program under which Leerink will act as sales agent or principal.
Under the ATM Agreement, the Company will set the parameters for the sale of shares, including the number of shares to be issued, the time period during which sales are requested to be made, limitations on the number of shares that may be sold in any one trading day and any minimum price below which sales may not be made. Subject to the terms and conditions of the ATM Agreement, Leerink may sell the shares by methods deemed to be an “at the market offering”, as defined in Rule 415 promulgated under the Securities Act of 1933, as amended.
The ATM Agreement provides that Leerink will be entitled to compensation for its services equal to 3.0% of the gross proceeds from sales of any shares of common stock under the ATM Agreement. The Company has no obligation to sell any shares under the ATM Agreement and may, at any time, suspend solicitation and offers under the ATM Agreement.
The shares will be issued pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-264193). The Company filed a prospectus supplement, dated November 22, 2023 with the Securities and Exchange Commission (the “SEC”) in connection with the offer and sale of the shares pursuant to the ATM Agreement (the “Prospectus Supplement”).
The foregoing description of the material terms of the ATM Agreement is qualified in its entirety by reference to the full agreement, a copy of which is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The legal opinion of Lucosky Brookman LLP relating to the shares of Common Stock that may be sold pursuant to ATM Agreement is filed as Exhibit 5.1 to this Current Report on Form 8-K.
This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of any offer to buy the securities discussed herein, nor shall there be any offer, solicitation or sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
Item 9.01 Financial Statements and Exhibits.
| Exhibit Number | Exhibit Description | |
| 1.1 | Sales Agreement, dated as of November 22, 2023, between Modular Medical, Inc. and Leerink Partners LLC | |
| 5.1 | Opinion of Lucosky Brookman LLP. | |
| 23.1 | Consent of Lucosky Brookman LLP (included in Exhibit 5.1). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
1
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, thereunto duly authorized.
| MODULAR MEDICAL, INC. | ||
| Date: November 22, 2023 | By: | /s/ James E. Besser |
| James E. Besser | ||
| Chief Executive Officer | ||
2
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on / For Period end: | 11/22/23 | 424B5 | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/18/24 Modular Medical, Inc. S-8 4/18/24 4:157K EdgarAgents LLC/FA 2/20/24 Modular Medical, Inc. 424B5 1:331K EdgarAgents LLC/FA 2/15/24 Modular Medical, Inc. 424B5 1:375K EdgarAgents LLC/FA 2/13/24 Modular Medical, Inc. 10-Q 12/31/23 50:3.3M EdgarAgents LLC/FA |