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Item 5. Market for Registrant’s Common Equity

2025-06-20 compared with 2024-06-21 · 73 added, 45 removed, 0 unchanged (100% of the section changed)

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

Information for Common Stock

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

The Company is authorized

by its Certificate of Incorporation to issue an aggregate of up to 5,000,000 shares of preferred stock, $0.001 par value per share, and

100,000,000 shares of common stock, $0.001 par value per share.

As of March 31, 2024, zero and 32,463,670 shares of preferred stock and

common stock, respectively, were issued and outstanding.

of March 31, 2024, we had 69 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.

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

Authorized for Issuance under Equity Compensation Plan

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 .

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,

Sales of Unregistered Securities

forth below is information regarding securities issued by us within the past two years that were not registered under the Securities

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.

each of March 31, 2024, December 30, 2023, and June 30, 2023 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 September 30, 2023, we issued 6,265 shares

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

On 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 the Director

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

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

August 2023, we issued 1,429 shares of our common stock to a service provider.

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.

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.

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.”

Authorized Capital

We are authorized by our Certificate of Incorporation

to issue an aggregate of up to 5,000,000 shares of preferred stock, $0.001 par value per share, and 100,000,000 shares of common stock,

$0.001 par value per share.

As of March 31, 2025, zero and 53,706,074 shares of preferred stock and common stock, respectively, were issued

and outstanding.

Holders of Record

As of March 31, 2025, we had 169 stockholders

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

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 two 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

During the years ended March 31, 2025 and 2024,

we issued a total of 83,331 and 83,333 shares of our common stock, respectively, to a non-employee director upon vesting of restricted

On each of March 31, 2024, December 30, 2023, and June 30, 2023 we

issued a total of 6,375 shares of our common stock to a total of four of our non-employee directors in accordance with our Outside Director

Compensation Plan (the “Director Plan”).

On September 30, 2023, we issued a total of 6,265 shares of our common stock to a

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

March 2025 Placement

On March 20, 2025, we entered into Securities

Purchase Agreements (the “Purchase Agreements”) with investors (the “Investors”) for the private placement (the

“Private Placement”) of 6,247,656 units (each a “Unit”), with each Unit consisting of (A) two shares

of our common stock and (B) one warrant (a “Warrant”) to purchase one share of our common stock, at an offering price of $1.92

The common stock and the Warrants included in the Units and the common stock underlying the Warrants are collectively

referred to herein as the “Securities.” The Private Placement closed on March 26, 2025.

with the Private Placement, on March 20, 2025, we entered into a subscription agreement (the “Subscription Agreement”) with

a foreign investor, pursuant to which we completed a direct private placement of 260,417 Units for additional aggregate gross proceeds

of approximately $0.5 million on the same terms as the Private Placement (the “Concurrent Direct Placement”).

The Concurrent

Direct Placement closed on March 25, 2025.

The Securities

being sold pursuant to the Purchase Agreements and the Subscription Agreement were sold and issued without registration under the Securities

Act, in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as a transaction not involving a public offering

and/or Rule 506 promulgated thereunder, and in reliance on similar exemptions under applicable state laws.

For the Securities being sold

pursuant to the Subscription Agreement, we relied upon the exemption from the registration requirements of the Securities Act provided

by Regulation S promulgated under the Securities Act.

Service Providers

On August 26, 2024, we issued 20,000 shares of

our common stock to a service provider.

On April 9, 2024 we issued 10,000 shares of our common stock to a service provider.

2023, we issued 1,429 shares of our common stock to a service provider.

In March 2023, we issued 10,000 shares of our common stock to

a service provider.

The aforementioned issuances were made pursuant to exemptions from registration pursuant to Section 4(2) and/or Rule

506 of Regulation D of the Securities Act.

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