Item 3.02. Unregistered Sales of
The relevant information in Item 5.02 on this Current Report on Form 8-K,
regarding the Stock Option (as defined below) is incorporated herein by
reference. The shares of common stock underlying the Stock Option were not
registered under the Securities Act of 1933, as amended (the “Securities Act”),
but qualified for exemption under Section 4(a)(2) and/or Regulation D of the
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(the “Company”) appointed
management and high-volume global manufacturing operations. He has been a
consultant to the Company since
the board of directors of Eitan Medical, an
infusion and wearable drug delivery solutions, since 2018. From 2018 through
technology company. From 2016 to 2017,
Delivery Systems for the Stevanato Group, a provider of innovative packaging and
drug delivery solutions for the pharmaceutical industry. From 2003 to 2015,
Systems for Insulet Corporation. He has a BSME degree from
and an MBA from
or directors of the Company. There are no related party transactions with regard
Pursuant to an offer letter with the Company (the “Agreement”),
receive an annual salary of
be eligible for an annual discretionary target incentive bonus of up to 50% of
his Base Salary.
shares of the Company’s common stock (the “Stock Option”). The Stock Option
shall vest over a three-year period with one-third of the shares subject to the
Stock Option vesting on the one-year anniversary of the grant date and the
remaining shares vesting monthly thereafter, subject to
service with the Company. In the event of termination of his employment by the
Company other than for cause or good reason (as defined in the Agreement),
Salary as a severance payment.
Item 5.02 of this Current Report on Form 8-K contains only a brief description
of the material terms of and does not purport to be a complete description of
the rights and obligations of the parties to the Agreement, and such
descriptions is qualified in its entirety by reference to the full text of the
Agreement, a copy of which is filed herewith as Exhibit 10.1.
Item 8.01. Other Events.
A copy of the press release is filed hereto as Exhibit 99.1 and is incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits: Exhibit No. Description 10.1
Offer Letterdated July 13, 2022by and between Modular Medical, Inc.and Kevin Schmid99.1 Press Release dated July 26, 2022104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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