Modular Medical shareholders approved an increase in the company’s equity incentive plan and ratified its auditor at the fiscal 2027 annual meeting. The meeting also elected six directors, but Duane DeSisto resigned from the board three days later, leaving the board with one fewer member; the company did not announce a replacement.
The meeting covered four proposals, but the reported results here detail the director election, the equity-plan amendment and the auditor vote.
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DeSisto resigned after being re-elected. Shareholders elected all six nominees to serve until the next annual meeting. DeSisto received 3.09 million votes in favor and 27,118 against, but resigned effective Oct. 26. The company said his departure was not related to a disagreement over its operations, policies or practices. No successor was announced.
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Support varied among the director nominees. Paul DiPerna received 2.62 million votes in favor and 501,895 against; Steven Felsher, 2.65 million in favor and 468,245 against; Philip Sheibley, 2.65 million in favor and 469,793 against; James E. Besser, 2.54 million in favor and 576,703 against; and Ellen O’Connor Vos, 2.05 million in favor and 1.07 million against. Each was elected.
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Shareholders approved 2.5 million additional shares for the equity plan. The amendment passed with 2.29 million votes in favor, 811,943 against and 20,009 abstentions. The added share capacity can support future awards under the plan; the vote does not itself mean those shares have been issued.
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Farber Hass Hurley LLP was ratified as auditor for the fiscal year ending March 31, 2027. The vote was 6.17 million in favor, 15,512 against and 10,856 abstentions.
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About 65% of shares eligible to vote were represented at the Oct. 23 meeting, in person virtually or by proxy.
The equity-plan approval expands the pool of shares available for future employee or other eligible awards, creating potential dilution if those awards are issued and exercised. DeSisto’s departure reduces the board’s membership by one unless the company fills the seat.