UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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| Item 8.01. | Other Events. |
On July 19, 2022, the Board of Directors (the “Board”) of Modular Medical, Inc. (the “Company”) approved the Company’s amended outside (non-employee) director compensation plan (the “Amended Plan”), originally approved on May 18, 2021, as amended June 30, 2021 (the “Original Plan”).
Pursuant to the Amended Plan, outside directors will be paid the following annual retainers:
| · | $25,000 for service as a member of the board of directors; | ||
| · | $25,000 for service as chair of the board of directors; and | ||
| · | $5,000 for service as a committee chair. |
The retainers will be paid in quarterly installments in either cash, shares of common stock, or options, as directed by each director based on an annual election. In addition, each director will continue to receive an annual service equity award of $100,000 paid in quarterly installments in either options to purchase shares of the Company’s common stock or shares of the Company’s common stock, as directed by each director based on an annual election.
The options or shares to be issued under the Amended Plan will be issued quarterly on the last business day of the quarter and will be priced based on the penultimate day of each fiscal quarter. Unlike in the Original Plan, the options and shares will be subject to a $10.00 floor on share price, as stipulated in the Amended Plan (e.g., in the event that the penultimate closing price of the Company’s common stock is $6.00, $10.00 shall be used instead in the compensation calculations to determine the number of option or award shares).
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: July 25, 2022 | By: | /s/ James E. Besser | |
| James E. Besser | |||
| Chief Executive Officer | |||