4//SEC Filing
Manchester Explorer, L.P. 4
Accession 0000919574-21-006530
CIK 0001074871other
Filed
Oct 28, 8:00 PM ET
Accepted
Oct 29, 6:43 PM ET
Size
29.5 KB
Accession
0000919574-21-006530
Insider Transaction Report
Form 4
Transactions
- Purchase
Common Stock, par value $0.001 per share
2020-11-30$2.87/sh+34,843$99,999→ 304,562 total - Award
Common Stock Pur-chase Warrant
2021-05-11+379,174→ 379,174 total(indirect: See footnote)Exercise: $2.87From: 2022-02-06Exp: 2027-02-06→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+34,843$99,999→ 5,051,409 total(indirect: See footnote) - Award
Convertible Promissory Note
2021-05-11+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+104,529$299,998→ 1,022,105 total(indirect: See footnote) - Purchase
Convertible Promissory Note
2021-02-08+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Disposition to Issuer
Convertible Promissory Note
2021-05-11−1,000,000→ 0 total(indirect: See footnote)→ Common Stock, par value $0.001 per share
Holdings
- 180,830
Common Stock, par value $0.001 per share
MANCHESTER MANAGEMENT CO LLC
DirectorChief Executive Officer10% OwnerOther
Transactions
- Purchase
Convertible Promissory Note
2021-02-08+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Award
Common Stock Pur-chase Warrant
2021-05-11+379,174→ 379,174 total(indirect: See footnote)Exercise: $2.87From: 2022-02-06Exp: 2027-02-06→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+34,843$99,999→ 5,051,409 total(indirect: See footnote) - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+104,529$299,998→ 1,022,105 total(indirect: See footnote) - Purchase
Common Stock, par value $0.001 per share
2020-11-30$2.87/sh+34,843$99,999→ 304,562 total - Award
Convertible Promissory Note
2021-05-11+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Disposition to Issuer
Convertible Promissory Note
2021-05-11−1,000,000→ 0 total(indirect: See footnote)→ Common Stock, par value $0.001 per share
Holdings
- 180,830
Common Stock, par value $0.001 per share
Transactions
- Purchase
Convertible Promissory Note
2021-02-08+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Disposition to Issuer
Convertible Promissory Note
2021-05-11−1,000,000→ 0 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+104,529$299,998→ 1,022,105 total(indirect: See footnote) - Purchase
Common Stock, par value $0.001 per share
2020-11-30$2.87/sh+34,843$99,999→ 304,562 total - Award
Convertible Promissory Note
2021-05-11+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+34,843$99,999→ 5,051,409 total(indirect: See footnote) - Award
Common Stock Pur-chase Warrant
2021-05-11+379,174→ 379,174 total(indirect: See footnote)Exercise: $2.87From: 2022-02-06Exp: 2027-02-06→ Common Stock, par value $0.001 per share
Holdings
- 180,830
Common Stock, par value $0.001 per share
FRANK MORGAN C.
Director10% Owner
Transactions
- Purchase
Common Stock, par value $0.001 per share
2020-11-30$2.87/sh+34,843$99,999→ 304,562 total - Purchase
Convertible Promissory Note
2021-02-08+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Award
Common Stock Pur-chase Warrant
2021-05-11+379,174→ 379,174 total(indirect: See footnote)Exercise: $2.87From: 2022-02-06Exp: 2027-02-06→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+104,529$299,998→ 1,022,105 total(indirect: See footnote) - Award
Convertible Promissory Note
2021-05-11+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+34,843$99,999→ 5,051,409 total(indirect: See footnote) - Disposition to Issuer
Convertible Promissory Note
2021-05-11−1,000,000→ 0 total(indirect: See footnote)→ Common Stock, par value $0.001 per share
Holdings
- 180,830
Common Stock, par value $0.001 per share
BESSER JAMES E
Chief Executive Officer10% Owner
Transactions
- Purchase
Common Stock, par value $0.001 per share
2020-11-30$2.87/sh+34,843$99,999→ 304,562 total - Purchase
Convertible Promissory Note
2021-02-08+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Disposition to Issuer
Convertible Promissory Note
2021-05-11−1,000,000→ 0 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Award
Convertible Promissory Note
2021-05-11+1,000,000→ 1,000,000 total(indirect: See footnote)→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+104,529$299,998→ 1,022,105 total(indirect: See footnote) - Award
Common Stock Pur-chase Warrant
2021-05-11+379,174→ 379,174 total(indirect: See footnote)Exercise: $2.87From: 2022-02-06Exp: 2027-02-06→ Common Stock, par value $0.001 per share - Purchase
Common Stock, par value $0.001 per share
2020-06-30$2.87/sh+34,843$99,999→ 5,051,409 total(indirect: See footnote)
Holdings
- 180,830
Common Stock, par value $0.001 per share
Footnotes (8)
- [F1]The reported securities are owned directly by Manchester Explorer, L.P. ("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 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.
- [F2]The reported securities are owned directly by JEB Partners, L.P. ("JEB Partners") and may be deemed to be indirectly beneficially owned by (i) Manchester Management, the general partner of JEB Partners, (ii) Manchester PR, the investment adviser to Manchester Management, and (iii) James E. Besser, the managing member of Manchester Management and Manchester PR. 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.
- [F3]The reported securities are directly owned by James E. Besser in his personal capacity.
- [F4]The reported securities are directly owned by Morgan C. Frank in his personal capacity.
- [F5]On February 8, 2021, the Issuer completed an initial offering of the Convertible Promissory Note (the "Note"). The Note is convertible upon an equity financing with total proceeds to the Issuer of not less than $5,000,000. The Note is convertible into shares of Common Stock, par value $0.001 per share at a conversion price equal to the lowest cash price paid per share for equity securities by the investors in the equity financing multiplied by 0.80. The foregoing description of the Note does not purport to be complete and is subject to and qualified in its entirety by reference to the Form of Convertible Promissory Note included as Exhibit 10.21 of the Issuer's 10-Q filed on February 12, 2021, which is incorporated by reference.
- [F6]On May 11, 2021, the Note was converted into the May 2021 Convertible Promissory Note ("May Note"). The May Note is convertible upon (i) an offering of common stock or other securities ("Qualified Capital Raise") with total proceeds to the Issuer of not less than $12,000,000, or (ii) at any time following the day 271 days after the issue date. The May Note is convertible into shares of Common Stock, par value $0.001 per share at a conversion price equal to the sum of principal and accrued interest shall be multiplied by 1.25; e.g., $1,000 of principal which had accrued $60 of interest would be treated as if it were ($1,000 + $60) = $1,060 X 1.25 = $1,325 of capital invested in the Qualified Capital Raise for the purposes of determining the number of securities issued.
- [F7](6 continued) The foregoing description of the Note does not purport to be complete and is subject to and qualified in its entirety by reference to the Form of Convertible Promissory Note included as Exhibit 10.21 of the Issuer's 8-K filed on May 12, 2021, which is incorporated by reference.
- [F8]The Common Stock Purchase Warrant (the "Warrant") entitles the holder of the warrant to shares of Common Stock equal to the principal amount of the Note divided by $2.87. The Warrants are not convertible until 271 days after the issue date. The foregoing description of the Warrant does not purport to be complete and is subject to and qualified in its entirety by reference to the Form of Common Stock Purchase Warrant included as Exhibit 10.22 of the Issuer's 8-K filed on May 12, 2021, which is incorporated by reference.
Documents
Issuer
Modular Medical, Inc.
CIK 0001074871
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001411524
Filing Metadata
- Form type
- 4
- Filed
- Oct 28, 8:00 PM ET
- Accepted
- Oct 29, 6:43 PM ET
- Size
- 29.5 KB