Current Report Filing (8-k)
November 20 2018 - 4:55PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to
Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report
(Date of earliest event reported): November 19, 2018
MODULAR
MEDICAL, INC.
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(Exact
name of registrant as specified in its charter)
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Nevada
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000-49671
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87-0620495
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(State
or other jurisdiction
of incorporation)
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(Commission
File No.)
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(IRS
Employer
Identification
No.)
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800
West Valley Parkway, Suite 203
Escondido, California
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92025
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(Address
of principal executive offices)
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(Zip
Code)
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(949) 370-9062
(Registrant’s
telephone number, including area code)
(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 (see General Instruction A.2. below):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item
3.02. Unregistered Sales of Equity Securities.
On
November 19, 2018, Modular Medical, Inc., a Nevada corporation (the “Company”), closed on the issuance and sale (the
“Offering”) of 1,786,442 shares of its common stock at a purchase price of $2.25 per share, resulting in gross proceeds
to the Company of $4,019,478. The 1,786,442 shares were purchased by accredited investors pursuant to a Common Stock Purchase
Agreement, dated as of November 19, 2018, by and among the Company and the investors (the “Purchase Agreement”).
A
copy of such Purchase Agreement is attached hereto as Exhibit 99.1 and should be read in conjunction with this Current Report
on Form 8-K. The shares sold in the Offering were issued without registration under the Securities Act of 1933, as amended, in
reliance upon exemptions provided under Section 4(a)(2) and/or Rule 506(b) of Regulation D of the Securities Act.
Item
9.01. Financial Statements and Exhibits.
Exhibit
99.1. Common Stock Purchase Agreement, dated as of November 19, 2018, by and among the Company and the investors.
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.
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Modular
Medical, Inc.
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Date:
November 20, 2018
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/s/
Paul M. DiPerna
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Chief
Executive Officer, Chief Financial Officer,
Secretary, Treasurer and Director
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