Modular Medical director Duane DeSisto resigns

At the fiscal 2027 annual meeting, shareholders elected all six director candidates, and the quorum represented approximately 65% of shares entitled to vote.

Rhea-AI Filing Summary

Modular Medical, Inc. (MODD) reported that director Duane DeSisto resigned from its board effective October 26, 2026, after being elected at the fiscal 2027 annual meeting held October 23. The company stated that his resignation was not due to a disagreement concerning its operations, policies or practices.

Shareholders elected all six director candidates—James E. Besser, Paul DiPerna, Duane DeSisto, Steven Felsher, Philip Sheibley and Ellen O’Connor Vos—to serve until the next annual meeting and until a successor is elected and qualified, or earlier resignation or removal. A quorum represented approximately 65% of outstanding common shares entitled to vote. Two reported proposals were approved; one received 2,294,200 votes for and another received 6,171,976 votes for.

8-K Event Classification

2 items: 5.02, 5.07

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Quorum represented: Approximately 65% Votes for Duane DeSisto: 3,091,438 votes Votes for approved proposal: 2,294,200 votes +1 more

4 metrics

Quorum represented Approximately 65% Of outstanding common shares entitled to vote at the fiscal 2027 annual meeting

Votes for Duane DeSisto 3,091,438 votes Director election at the annual meeting

Votes for approved proposal 2,294,200 votes First reported proposal vote; proposal approved

Votes for approved proposal 6,171,976 votes Second reported proposal vote; proposal approved

Key Terms

quorum, Broker Non-Vote, Abstention

3 terms

quorum regulatory

"a quorum for the transaction of business was present"

A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

Broker Non-Vote regulatory

"Broker Non-Vote"

A broker non-vote happens when a brokerage firm holds shares in street name for a client but does not cast a ballot on a particular shareholder item because the broker lacks discretionary authority to vote that matter. Think of it like a person who owns a ticket but the ticket-holder refuses to vote on some issues; the share counts for ownership but not for that vote, which can affect whether proposals reach the required number of votes or a quorum.

Abstention regulatory

"Abstention/ Withheld"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were the director election results at MODD's 2026 annual meeting?

Shareholders elected all six director candidates: James E. Besser, Paul DiPerna, Duane DeSisto, Steven Felsher, Philip Sheibley and Ellen O’Connor Vos. DeSisto received 3,091,438 votes for, 27,118 against and 7,596 abstentions or withheld votes.

What happened to Duane DeSisto at MODD?

Duane DeSisto, a director, resigned from Modular Medical’s board effective October 26, 2026, after shareholders elected him at the October 23 annual meeting. The company stated that his resignation was not due to a disagreement concerning its operations, policies or practices.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/28/2026 - 04:10 PM EDT Accepted by SEC EDGAR 10/28/2026 - 04:10 PM EDT Learn about SEC filing dates

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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): October 23, 2026

MODULAR MEDICAL, INC.

(Exact Name of Registrant as Specified in Charter)

001-41277

(Commission File Number)

Nevada		87-0620495
(State or Other Jurisdiction of Incorporation)		(I.R.S. Employer Identification Number)

10740 Thornmint Road

San Diego, California 92127

(Address of principal executive offices, with zip code)

(858) 800-3500

(Registrant’s telephone number, including area code)

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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		MODD		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 26, 2026, Duane DeSisto resigned from the board of directors of Modular Medical, Inc. (the “Company”), effective immediately. Mr. DeSisto’s resignation was not due to a disagreement with the Company on any matter relating to its operations, policies or practices.

Item 5.07 Submission of Matters to a Vote of Security Holders.

On October 23, 2026, the Company held its fiscal 2027 annual meeting of shareholders (the “Annual Meeting”), and a quorum for the transaction of business was present in person virtually or represented by proxy, which represented approximately 65% of the Company’s outstanding shares of common stock entitled to vote at the Annual Meeting. The Company’s shareholders voted on four proposals, which are described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on October 1, 2026.

Summarized below are the final voting results for each proposal submitted to a vote of the shareholders at the Annual Meeting.

● Proposal 1 - Election of directors to serve until the next annual meeting of shareholders.

		For				Against				Abstention/ Withheld				Broker Non-Vote
James E. Besser			2,541,820				576,703				7,629				3,072,192
Paul DiPerna			2,616,628				501,895				7,629				3,072,192
Duane DeSisto			3,091,438				27,118				7,596				3,072,192
Steven Felsher			2,650,279				468,245				7,628				3,072,192
Philip Sheibley			2,648,731				469,793				7,628				3,072,192
Ellen O’Connor Vos			2,053,232				1,065,190				7,730				3,072,192

All of the foregoing candidates were elected to serve as directors until the next annual meeting of shareholders and until the election and qualification of her or his successor or earlier resignation or removal. Following the election, Mr. DeSisto resigned from the board of directors, effective immediately.

● Proposal 2 - Amendment of the Amended and Restated 2017 Equity Incentive Plan (as amended from time to time) to increase the number of shares available for issuance by 2,500,000 shares.

For		Against		Abstain		Broker Non-Vote
2,294,200		811,943		20,009		3,072,192

The foregoing proposal was approved.

● Proposal 3 - Ratification of the audit committee’s appointment of Farber Hass Hurley LLP as independent registered public accounting firm for the fiscal year ending March 31, 2027.

For		Against		Abstain		Broker Non-Vote
6,171,976		15,512		10,856		-

The foregoing proposal was approved.

1

SIGNATURE

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 hereunto duly authorized.

	MODULAR MEDICAL, INC.
Date: October 28, 2026	By:	/s/ James Besser
		James Besser Chief Executive Officer

2

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB