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Item 3. Legal Proceedings

2026-03-31 compared with 2025-03-27 · 15 added, 44 removed, 2 unchanged (97% of the section changed)

Legal Proceedings

know of no other material, existing or pending legal proceedings against our Company, There are no other proceedings in which any of our directors, executive officers, or affiliates,

or any registered or beneficial stockholder, is an adverse party or has a material interest adverse to our interest.

July 10, 2024, Barry Berler (“Berler”), a co-founder and former Chief Technology Officer of the Company, commenced a

lawsuit in the United States District Court for the Eastern District of New York, Barry Berler v.

Sharps Technology, Inc.

Blackman, Case No.

2:24-cv-04787.

In this case, Berler asserts claims for damages of an aggregate of $456,000 for alleged (1)

failure to make full payment of certain monthly payments under his consulting agreement with the Company (the “Consulting

Agreement”) in the amount of $52,500, (2) failure to pay a bonus with a target of $216,000 under the Consulting Agreement, (3)

$187,500, representing 50% of the severance payment paid by the Company to Mr.

Blackman, the Company’s co-founder and former

Chief Operating Officer and Co-Chairman and a declaration and injunctive relief establishing that Berler is the rightful owner of

50% of the Company’s Series A Preferred Stock (which preferred stock is no longer outstanding).

The Company has accrued for

the claim for aforementioned unpaid monthly consulting fees.

The Company believes that Berler’s claims are without merit,

intends to defend itself vigorously and has requested dismissal of these claims.

In addition, on September 17, 2024, the Company

filed an answer and counterclaims with respect thereto, including for recoupment of certain compensation the Company has previously

paid to Berler.

and on February 27, 2025 filed an amended answer and counterclaims against Berler,,Plastomold Industries Ltd.

(“Plastomold”), Plasto Design Ltd and Plasto Design Solutions .

On June l7, 2024, Berler filed

a demand for arbitration and statement of claim under the commercial arbitration rules of the American Arbitration Association (“AAA”)

asserting claims for payment of $500,000 plus interest, under the Company’s royalty agreement with Berler, as amended, rescission

thereof and reversion to Berler of the intellectual property rights subject thereto.

The Company believes that Berler’s claims are

without merit and intends to defend itself vigorously in connection with these claims.

On April 3, 2024, Plastomold

commenced a lawsuit against the Company in the United States District Court for the Eastern District of New York, Plastomold Industries

Sharps Technology, Inc., Case No.

2:24-CV-02580, asserting claims for damages in the amount of $1.762 million for alleged (1) failure

to pay invoices, of which approximately $1 million would relate to a maintenance agreement for units allegedly manufactured and sold using

machinery that was defective and has never successfully produced any saleable products, (2) breach of the implied covenant of good faith

and fair dealing, (3) unjust enrichment, and (4) conversion.

Plastomold asserts it provided certain products and services to the Company

for which its invoices were not fully paid.

The Company believes that Plastomold’s claims are without merit and intends to defend

itself vigorously.

On June 3, 2024, the Company filed an answer and affirmative defenses and counterclaim, which counterclaim is for damages

that the Company believes would exceed the claims asserted by Plastomold, based on the insufficiency of Plastomold’s services and

the results thereof, including the failure to provide machinery capable of reliably manufacturing the designated products in compliance

with design specifications and functionality requirements, and with respect to which test results failed.

October 6, 2025, the Company entered into a confidential settlement agreement and release (the “Settlement Agreement”) with

Barry Berler, Plastomold Industries Ltd (“Plastomold”), Plasto Design Solutions (“PDS”), Plasto Design Ltd.

Design,” and together with Plastomold and PDS as the “Plasto”) and Plasto Technology Group LLC (“Plasto Technology”),

whereby the Company, Mr.

Berler, Plasto and Plasto Technology dismissed unconditionally and irrevocably release and discharge each other

and their respective representatives from and against any and all claims alleged in the Litigation (the “Settlement”).

Settlement Agreement also provides that neither party’s entry into the Settlement Agreement shall be deemed an admission of fault,

responsibility, or liability for any claim alleged in the Litigation.

Pursuant to the Settlement Agreement, the Company entered into

definitive agreements, including a bill of sale, assignment and assumption agreement providing for the transfer by the Company to Plasto

Technology of certain assets, and a contract for the transfer of business share providing for the assignment by the Company to Plasto

Technology of all of the Company’s right, title and interest in and to the issued and outstanding shares of Safegard Medical Kft,

our Hungarian subsidiary.

In addition, the Company executed agreements for the transfer of certain patents and registered trademarks,

along with the related goodwill associated therewith.

Mine Safety Disclosures

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 3. Legal Proceedings