SD

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM SD

SPECIALIZED DISCLOSURE REPORT

TEARLAB CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	000-50789	59-3434771
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS. Employer Identification No.)
150 La Terraza Blvd., Ste 101 Escondido, California 92025 (Address of principal executive offices)
Michael Marquez Chief financial Officer 855-832-7522

Check the appropriate box to indicate the rule pursuant to which this form is being filed, and provide the period to which the information in this form applies:

[X] Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, 2019.

Introduction

TearLab Corporation (“TearLab”) develops, manufactures, and markets a proprietary tear testing platform, the TearLab® Osmolarity System that enables eye care practitioners to test for highly sensitive and specific biomarkers using nanoliters of tear film at the point-of-care.

Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”) requires TearLab to perform certain procedures and disclose information about the use and origin of “conflict minerals” if these minerals are deemed to be necessary to the functionality or production of a product manufactured or contracted to be manufactured by TearLab. The minerals covered by these rules include tin, tantalum, tungsten and gold.

The minerals listed as conflict minerals are necessary to the functionality or production of certain of TearLab’s products. Components and subassemblies that are made in part using those minerals listed as conflict minerals are sourced from a global supply base that includes distributors, value-added resellers, original equipment manufacturers, original design manufacturers and contract manufacturers.

Section 1 - Conflict Minerals Disclosure

Item 1.01 Conflict Minerals Disclosure and Report

In accordance with the Act, TearLab has performed a “reasonable country of origin inquiry” on minerals that were in TearLab’s supply chain after January 1, 2019 to determine whether these minerals were sourced from the Democratic Republic of Congo or adjoining countries (the “Covered Countries”) or come from recycled or scrap sources. TearLab has concluded in, good faith, that during 2019:

a) it has manufactured and contracted to manufacture products to which some of the minerals listed as conflict minerals are necessary to the functionality or production of such products; and

b) based on a “reasonable country of origin inquiry,” TearLab is unable to conclude whether or not the origin of its necessary conflict minerals were from the Covered Countries.

TearLab performed its due diligence procedures from January 1, 2019 through December 31, 2019 to determine the origin of the conflict minerals used in the production of its product offerings across all product lines. TearLab’s due diligence procedures included building conflict minerals awareness across the company’s supply base and by surveying all direct material suppliers that were known to or may have provided products to TearLab containing metal and/or conflict minerals.

In accord with Rule 13p-l under the Securities Exchange Act of 1934, TearLab has filed this Form SD and the associated Conflict Minerals Report. Both reports are posted (and publicly available) on TearLab’s website: www.TearLab.com (http://www.tearlab.com/investor/sec.htm)

Item 1.02 Exhibit

1.01 Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form.

Section 2 – Exhibits

Item 2.01 Exhibits

Exhibit No.	Description
1.01	Conflict Minerals Report as required by Items 1.01 and 1.02 of this Form.

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 duly authorized undersigned.

	TEARLAB CORPORATION
Dated: June 1, 2020	By:	/s/ Michael Marquez
		Michael Marquez
		Chief Financial Officer

EX-1.01

Exhibit 1.01

Conflict Minerals Report of TearLab Corporation

This is the Conflict Minerals Report for TearLab Corporation (“TearLab”) for calendar year 2019 in accordance with Rule 13p-1 under the Securities Exchange Act of 1934 (“Rule 13p-1”).

In accordance with Rule 13p-1, TearLab undertook due diligence to determine whether the conflict minerals used in its product offerings are “DRC conflict free” (as defined in the rules and regulations promulgated by the Securities and Exchange Commission). TearLab designed its due diligence measures to conform, in all material respects, with the nationally or internationally recognized due diligence framework in the OECD Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High Risk Areas Second Edition (OECD 2012) (“OECD Framework”) and related Supplements for each of the conflict minerals.

TearLab’s due diligence measures were based on the OECD Framework and extensive communications with its suppliers, value-added resellers, distributors, contract manufacturers (“CMs”) and in some cases the original equipment manufacturer or original design manufacturer. TearLab, as a purchaser of completed products, is many steps removed from the mining of the conflict minerals and does not purchase raw ore or unrefined conflict minerals, nor does it purchase bulk conflict minerals in the form of ingots or bullion for use in its products. The origin of TearLab’s conflict minerals cannot be determined with any certainty once the raw ores are smelted, refined and converted to ingots, bullion or other conflict mineral containing derivatives. Although the smelters and refiners are consolidating points for raw ore and are in the best position in the total supply chain to know the origin of the ores, TearLab focused its efforts on its suppliers and contract manufacturers in an effort to build conflict mineral awareness, assess the transparency of its supply chain and make initial identification, where possible, of the smelters/refiners in its supply chain. A summary of TearLab’s activities in line with the relevant first 3 steps of the OECD Framework are outlined below.

TearLab’s due diligence measures included:

● Conducting a supply chain survey with the direct suppliers of the TearLab products which contain those conflict materials using the Electronic Industry Citizenship Coalition/Global e-Sustainability Initiative (EICC/GeSI) program guide.

● Verifying the information contained from the direct suppliers of materials and components to TearLab’s contract manufacturers using the Electronic Industry Citizenship Coalition/Global e-Sustainability Initiative (EICC/GeSI) and comparing any reported smelters or refiners identified in the supply chain survey against the list of smelter facilities which have been identified as “conflict free” by programs such as the EICC/GeSI Conflict Free Smelter (CFS) program for tantalum, tin, tungsten and gold.

TearLab’s due diligence measures included: the examination of the suppliers within TearLab’s supply chain. Each contracted manufacturer was contacted and an explanation of the expectations of Conflict Minerals Reporting was given, along with a copy of the EICC (Electronic Industry Citizenship Coalition) Conflict Minerals Reporting Template. Each contracted manufacturer of TearLab’s products verified that they understood their responsibilities as a part of the supply chain, reporting that they are committed to the legislation and have asked their suppliers to complete their due diligence in assuring that the goods supplied are free from minerals that are derived from the conflict area.

As a result of the due diligence measures described above, TearLab has not been able to determine whether its products qualify as DRC Conflict Free. TearLab makes this determination due to a lack of information from its suppliers for certain components of the TearLab products to conclude whether the necessary conflict minerals originated in the Covered Countries and, if so, whether the necessary conflict minerals were from recycle or scrap sources, were DRC conflict free or have not been found to be DRC conflict free.

In the next compliance period, TearLab intends to implement steps with its contracted manufacturers to further improve the information gathered from their due diligence process to further mitigate the risk that the components used in the TearLab products are from outside of the conflict region. These steps will include:

● Increase the response rate of the contract manufacturers surveys of their suppliers through increased due diligence of their programs.

● Informing the contract manufacturers whose suppliers have identified certain smelters that their participation in a program such as the CFS program is mandated, which will assist the smelter to obtain a “conflict free” designation.