Modular Medical Inc.

04/28/2025 | Press release | Distributed by Public on 04/28/2025 14:40

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
MANCHESTER MANAGEMENT CO LLC
2. Issuer Name and Ticker or Trading Symbol
Modular Medical, Inc. [MODD] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) __X__ Other (specify below)
Chief Executive Officer / Director by Deputization
(Last) (First) (Middle)
2 CALLE CANDINA, #1701 		3. Date of Earliest Transaction (Month/Day/Year)
04/24/2025
(Street)
SAN JUAN, PR 00907 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) 		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5) 		6. Date Exercisable and Expiration Date
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4) 		10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to purchase common stock(1) $0.94 04/24/2025 A 125,000 04/24/2025 04/24/2035 Common Stock, par value $0.001 per share 125,000 $0.94(1) 125,000 D(2)
Option to purchase common stock(3) $1.1 03/31/2025 03/31/2035 Common Stock, par value $0.001 per share 1,875 1,875 D(4)
Option to purchase common stock(3) $1.1 03/31/2025 03/31/2035 Common Stock, par value $0.001 per share 7,500 9,375 D(4)
Common Stock Purchase Warrant $1.12 03/25/2025(5) 03/25/2029 Common Stock, par value $0.001 per share 260,416 260,416 I See footnote(6)
Common Stock Purchase Warrant $1.12 03/25/2025(7) 03/25/2029 Common Stock, par value $0.001 per share 78,125 78,125 D(2)
Option to purchase common stock(3) $1.39 12/31/2024 12/31/2034 Common Stock, par value $0.001 per share 9,375 9,375 D(4)
Option to purchase common stock(3) $1.56 06/30/2024 06/30/2034 Common Stock, par value $0.001 per share 9,375 9,375 D(4)
Option to purchase common stock(3) $1.95 03/31/2024 03/31/2034 Common Stock, par value $0.001 per share 9,375 9,375 D(4)
Option to purchase common stock(3) $1.78 12/29/2023 12/29/2033 Common Stock, par value $0.001 per share 9,375 9,375 D(4)
Option to purchase common stock $1.11 (8) 10/02/2033 Common Stock, par value $0.001 per share 135,136 135,136 D(2)
Option to purchase common stock(3) $1.16 09/30/2023 09/30/2033 Common Stock, par value $0.001 per share 9,375 9,375 D(4)
Option to purchase common stock(3) $0.93 06/30/2023 06/30/2033 Common Stock, par value $0.001 per share 9,375 9,375 D(4)
Option to purchase common stock(3) $1.44 03/31/2023 03/31/2033 Common Stock, par value $0.001 per share 9,375 9,375 D(4)
Option to purchase common stock(3) $2.14 12/31/2022 12/31/2032 Common Stock, par value $0.001 per share 1,875 1,875 D(4)
Option to purchase common stock(3) $2.14 12/31/2022 12/31/2032 Common Stock, par value $0.001 per share 7,500 7,500 D(4)
Option to purchase common stock(3) $4.34 09/30/2022 09/30/2032 Common Stock, par value $0.001 per share 1,875 1,875 D(4)
Option to purchase common stock(3) $4.34 09/30/2022 09/30/2032 Common Stock, par value $0.001 per share 7,500 7,500 D(4)
Option to purchase common stock(3) $5.16 06/30/2022 06/30/2032 Common Stock, par value $0.001 per share 3,634 3,634 D(4)
Option to purchase common stock(3) $5.16 07/19/2022 07/19/2032 Common Stock, par value $0.001 per share 7,500 7,500 D(4)
Option to purchase common stock(3) $4.18 03/31/2022 03/31/2032 Common Stock, par value $0.001 per share 4,486 4,486 D(4)
Option to purchase common stock(3) $4.18 03/31/2022 03/31/2032 Common Stock, par value $0.001 per share 17,943 17,943 D(4)
Common Stock Purchase Warrant $6.60 02/14/2022 02/14/2027 Common Stock, par value $0.001 per share 234,274 234,274 I See footnote(6)
Common Stock Purchase Warrant $6.60 02/10/2022 02/10/2027 Common Stock, par value $0.001 per share 300,000 300,000 I See footnote(6)
Common Stock Purchase Warrant $8.61 02/06/2022 02/06/2027 Common Stock, par value $0.001 per share 119,237 119,237 I See footnote(6)
Option to purchase common stock(3) $7.51 12/31/2021 12/31/2031 Common Stock, par value $0.001 per share 9,987 9,987 D(4)
Option to purchase common stock(3) $7.51 12/31/2021 12/31/2031 Common Stock, par value $0.001 per share 2,497 2,497 D(4)
Option to purchase common stock(3) $2.98 09/30/2021 09/30/2031 Common Stock, par value $0.001 per share 8,389(9) 8,389(9) D(4)
Option to purchase common stock(3) $2.98 09/30/2021 09/30/2031 Common Stock, par value $0.001 per share 2,097(9) 2,097(9) D(4)
Option to purchase common stock(3) $5.90 06/30/2021 06/30/2031 Common Stock, par value $0.001 per share 5,297(9) 5,297(9) D(4)
Option to purchase common stock $2.87 01/01/2020 05/12/2030 Common Stock, par value $0.001 per share 50,000(9) 50,000(9) D(4)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MANCHESTER MANAGEMENT CO LLC
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907 		X X Chief Executive Officer Director by Deputization
MANCHESTER MANAGEMENT PR, LLC
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907 		Director by Deputization
BESSER JAMES E
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907 		X Chief Executive Officer
FRANK MORGAN C.
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907 		X
Manchester Explorer, L.P.
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907 		Director by Deputization
JEB Partners, L.P.
2 CALLE CANDINA, #1701
SAN JUAN, PR 00907 		Director by Deputization

Signatures

Manchester Management Company, LLC By: /s/ James E. Besser, Managing Member 04/28/2025
**Signature of Reporting Person Date
Manchester Management PR, LLC By: /s/ James E. Besser, Managing Member 04/28/2025
**Signature of Reporting Person Date
James E. Besser By: /s/ James E. Besser 04/28/2025
**Signature of Reporting Person Date
Morgan C. Frank, By: /s/ Morgan C. Frank 04/28/2025
**Signature of Reporting Person Date
Manchester Explorer, L.P. By: /s/ James E. Besser, Managing Member of the General Partner 04/28/2025
**Signature of Reporting Person Date
JEB Partners, L.P. By: /s/ James E. Besser, Managing Member of the General Partner 04/28/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The options were granted to the Reporting Person in accordance with the Issuer's Fiscal 2026 Two-Part FDA Submission and Product Milestone Bonus Program. The options will vest in two parts: (i) 50% if the Issuer submits a 510k related to MODDi to the FDA on or before October 31, 2025 and (ii) the remaining 50% if the manufacturing line is validated on MODDi with capacity to serve 6,000 patients by March 15, 2026.
(2) The reported securities are directly owned by James E. Besser in his personal capacity.
(3) The options were granted to the Reporting Person in accordance with the Issuer's Outside Director Compensation Plan, and the options were fully vested and exercisable on the grant date.
(4) The reported securities are directly owned by Morgan C. Frank in his personal capacity.
(5) Manchester Explorer, L.P. ("Explorer") acquired 260,416 units consisting of two shares of Common Stock, par value $0.001 per share and one warrant to purchase one share of Common Stock, par value $0.001 per share. It is anticipated that the warrants will become exercisable on or about March 25, 2025.
(6) The reported securities are owned directly by Explorer and may be deemed to be indirectly beneficially owned by (i) Manchester Management Company LLC ("Manchester Management"), the general partner of Explorer, (ii) Manchester Management PR, LLC ("Manchester PR"), the investment adviser to Manchester Management, (iii) James E. Besser, the managing member of Manchester Management and Manchester PR and (iv) Morgan C. Frank, who serves as a portfolio manager and as a consultant for Explorer. 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 the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(7) James E. Besser acquired 78,125 units consisting of two shares of Common Stock, par value $0.001 per share and one warrant to purchase one share of Common Stock, par value $0.001 per share. It is anticipated that the warrants will become exercisable on or about March 25, 2025.
(8) This option has vested since (i) all verification and validation testing for the Registrant's initial pump product was completed by December 31, 2023 and (ii) the 510(K) premarket submission to the U.S. Food and Drug Administration ("FDA") for the Registrant's initial pump product was completed by January 31, 2024.
(9) These Shares reflect a 3 for 1 reverse stock split effective November 26, 2021.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.