What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2023-06-26 compared with 2022-06-28 · 71 added, 54 removed, 1 unchanged (99% of the section changed)

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Our common stock is

currently listed on the Nasdaq Capital Market under the symbol “MODD.”

On May 31, 2022, we had approximately 80

MARKET FOR REGISTRANT’S COMMON EQUITY,

RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Market Information

for Common Stock

Our common stock is currently listed on the Nasdaq Capital

Market under the symbol “MODD.”

Holders of Record

As of March 31, 2023, we had approximately

70 stockholders of record.

The actual number of stockholders

is greater than this number of stockholders of record and includes stockholders who are beneficial owners but whose shares are held in

street name by brokers and other nominees.

This number of stockholders of record also does not include stockholders whose shares may

be held in trust by other entities.

We have never declared

or paid any cash dividend on our capital stock.

We do not anticipate paying any cash dividends in the foreseeable future and we intend

to retain all of our earnings, if any, to finance our growth and operations and to fund the expansion of our business.

Payment of any

dividends will be made in the discretion of our board of directors, after its taking into account various factors, including our financial

condition, operating results, current and anticipated cash needs and plans for expansion.

Any dividends that may be declared or paid

on our common stock, must also be paid in the same consideration or manner, as the case may be, on our shares of preferred stock, if

Sales of Unregistered Securities

forth below is information regarding shares of Common Stock, convertible notes and warrants issued, and options granted, by us within

the past three years that were not registered under the Securities Act.

Also included is the consideration, if any, received by us for

such shares, convertible notes, warrants and options, and information relating to the section of the Securities Act, or rule of the Securities

and Exchange Commission, under which exemption from registration was claimed.

March 31, 2022, we issued 15,250 shares of our Common Stock to non-employee members of our board of directors for service as directors

in accordance with our Outside Director Compensation Plan (the “Director Plan”).

On December 31, 2021, we issued 5,775 shares

of our Common Stock to non-employee members of our board of directors for service as directors in accordance with the Director Plan.

On September 30, 2021, we issued 3,636 shares of our Common Stock to non-employee members of our board of directors for service as directors

in accordance with the Director Plan.

On June 30, 2021, we issued 1,836 shares of our Common Stock to non-employee members of our board

of directors for service as directors in accordance with our Outside Director Compensation Plan the Director Plan.

March 23, 2022 we issued 45,000 shares of our Common Stock to a service provider.

On January 5, 2022, we issued 16,666 shares of our

Common Stock to service providers.

In 2021, we issued a total of 52,834 shares of our Common Stock

to five service providers in exchange for services rendered.

In 2019, we issued 10,000 shares of our Common Stock for cash to a service

Purchases of Common Stock

October 28, 2021, we sold to two of our executive officers a total of 30,865 shares of our Common Stock at a purchase price of $8.10

per share, which resulted in gross proceeds to us of approximately $250,000.

February and May 2021, we issued to accredited investors in a private placement $6,610,550 aggregate principal amount of our 12% unsecured

convertible promissory notes, due 12 months from each respective issuance date, at par and warrants to purchase in the aggregate 767,796

shares of our Common Stock at an exercise price of $24.00 per share, exercisable for a 5-year period, as provided in such warrants.

March and December 2020, we sold to accredited investors in a private placement a total of 320,796 shares of our Common Stock at a purchase

price of $8.61 per share.

The 2020 Placement resulted in gross proceeds to us of $2,762,054.

November 2018 and March 2019, we sold to accredited investors in a private placement a total of 618,996 shares of our Common Stock at

a purchase price of $6.75 per share, resulting in gross proceeds to us of $4,142,666.

The above sales

of our securities were made pursuant to exemptions from registration pursuant to Section 4(2) and/or Rule 506 of Regulation D of the

Securities Act.

We made such determinations based upon representations by the purchasers of such securities including, without limitation,

that such purchasers were “accredited investors” as defined in the Securities Act.

The actual number of stockholders is greater than this number of stockholders of record and includes stockholders

who are beneficial owners but whose shares are held in street name by brokers and other nominees.

This number of stockholders of record

also does not include stockholders whose shares may be held in trust by other entities.

Securities Authorized for Issuance

under Equity Compensation Plan

For information regarding securities authorized

for issuance under equity compensation plans, please refer to Item 12, Security Ownership of Certain Beneficial Owners and Management

and Related Stockholder Matters .

Dividend Policy

We have never declared or paid any

cash dividend on our capital stock.

We do not anticipate paying any cash dividends in the foreseeable future and we intend to retain all

of our earnings, if any, to finance our growth and operations and to fund the expansion of our business.

Payment of any dividends will

be made in the discretion of our board of directors, after taking into account various factors, including our financial condition, operating

results, current and anticipated cash needs and plans for expansion.

Any dividends that may be declared or paid on our common stock, must

also be paid in the same consideration or manner, as the case may be, on our shares of preferred stock, if any.

Recent Sales of Unregistered Securities

Set forth below is information regarding

securities issued by us within the past three years that were not registered under the Securities Act.

Also included is the consideration,

if any, received by us for such issuances, and information relating to the section of the Securities Act, or rule of the Securities and

Exchange Commission, under which exemption from registration was claimed.

Director Compensation

On each of March 31, 2023, December 30, 2022,

and September 30, 2022 we issued 6,375 shares of our common stock to four of our non-employee directors in accordance with our Outside

Director Compensation Plan (the “Director Plan”).

On August 8, 2022, we issued 5,000 shares of our common stock to two of

our non-employee directors in accordance with the Director Plan.

On June 30, 2022, we issued 2,664 shares of our common stock to two of

our non-employee directors in accordance with the Director Plan.

On March 31, 2022, we issued 15,250 shares of our common stock to

four of our non-employee members of our board of directors in accordance with the Director Plan.

On December 31, 2021, we issued 5,775

shares of our common stock to four of our non-employee members of our board of directors in accordance with the Director Plan.

30, 2021, we issued 3,636 shares of our common stock to four of our non-employee directors in accordance with the Director Plan.

30, 2021, we issued 1,836 shares of our common stock to four of our non-employee directors in accordance with the Director Plan.

In March 2023, we issued 10,000 shares of our

common stock to a service provider.

In March 2023, we issued 478 shares of our common stock to a service provider.

In February 2023, we

issued 438 shares of our common stock to a service provider.

In May 2022, we issued 348 shares of our common stock to a service provider.

In March 2022, we issued 45,000 shares of our Common Stock to a service provider.

In January 2022, we issued 16,666 shares of our common

stock to service providers.

In October 2021, we issued 8,334 shares of our common stock to service providers.

In April 2021, we issued

20,000 shares of our common stock to a service provider.

In May 2022, we issued warrants in a private placement

to purchase an aggregate of 1,438,202 shares of common stock at an exercise price of $6.60 per share.

The warrants were exercisable six

months from the date of issuance and have a five-year term from the date the warrants become exercisable.

Officer Purchases of Common Stock

In October 2021, we sold to two of our executive

officers a total of 30,864 shares of our common stock at a purchase price of $8.10 per share, which resulted in gross proceeds to us of

2021 Placement

Between February and May 2021, we issued

to accredited investors in a private placement $6,610,550 aggregate principal amount of our 12% unsecured convertible promissory notes,

due 12 months from each respective issuance date, at par and warrants to purchase in the aggregate 761,912 shares of our common stock

at an exercise price of $24.00 per share, exercisable for a 5-year period, as provided in such warrants.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity