Statement of Changes in Beneficial Ownership (4)
November 20 2018 - 6:13PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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MANCHESTER MANAGEMENT CO LLC
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2. Issuer Name
and
Ticker or Trading Symbol
Modular Medical, Inc.
[
MODD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
3 WEST HILL PLACE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/20/2018
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(Street)
BOSTON, MA 02114
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, par value $0.001 per share
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11/20/2018
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P
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720001
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A
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$2.25
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0
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D
(1)
(2)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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This Form 4 is being filed by Manchester Explorer, L.P. ("Explorer"), Manchester Management Company, LLC ("MMC"), James E. Besser and Morgan C. Frank as 10% Owners. MMC, provides investment management services to Explorer and other clients. The reported securities may be deemed indirectly beneficially owned by MMC as a result of it being the general partner of Explorer and such other clients. The reported securities may also be deemed to be indirectly beneficially owned by James E. Besser, as a Managing Member of MMC and by Morgan C. Frank, who serves as a portfolio manager and a consultant of MMC. Each of the Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act.
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(2)
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The reported 720,001 shares consists of (i) 471,112 shares purchased by Explorer, (ii) 160,000 shares purchased by another client of MMC, and (iii) 88,889 shares purchased by Mr. Besser.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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MANCHESTER MANAGEMENT CO LLC
3 WEST HILL PLACE
BOSTON, MA 02114
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X
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Manchester Explorer, L.P.
3 WEST HILL PLACE
BOSTON, MA 02114
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X
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FRANK MORGAN C.
1398 AERIE DRIVE
PARK CITY, UT 84060
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X
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BESSER JAMES E
3 WEST HILL PLACE
BOSTON, MA 02114
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X
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Signatures
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Manchester Management Company, LLC, By:/s/ James E. Besser, Managing Member
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11/20/2018
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**
Signature of Reporting Person
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Date
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Manchester Explorer, L.P., By: /s/ James E. Besser, Managing Member of the General Partner
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11/20/2018
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**
Signature of Reporting Person
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Date
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/s/ Morgan C. Frank
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11/20/2018
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**
Signature of Reporting Person
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Date
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/s/ James E. Besser
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11/20/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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