{"url_path":"/sec/mlss/8-k/2026-06-25/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-25","source_url":"https://www.sec.gov/Archives/edgar/data/855683/0001493152-26-030044-index.html","accession_number":"0001493152-26-030044","cik":"0000855683","ticker":"MLSS","issuer_name":"MILESTONE SCIENTIFIC INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/855683/0001493152-26-030044-index.html","primary_entity_key":"0000855683","primary_entity_name":"MILESTONE SCIENTIFIC INC."},"word_count":829,"has_tables":true,"body_markdown":"**Item\n1.01 – Entry into a Material Definitive Agreement**\n\n \n\nOn\nJune 19, 2026, Milestone Scientific Inc. (the “Company”) entered into an agreement (the “New Osser Agreement”)\neffective as of April 1, 2026 (the “Effective Date”) with Leonard Osser (“Osser”), a former Chairman and Chief\nExecutive Officer of the Company and currently the Managing Director, China Operations of the Company, and U.S. Asian Consulting Group\n(“U.S. Asian”), a company of which Osser is a principal and together with his wife the sole members, to amend the following\nagreements: (i) the Employment Agreement dated July 11, 2017 (the “Employment Agreement”) by and between the Company and\nOsser, (ii) the Consulting Agreement dated July 10, 2017 (the “Consulting Agreement”) by and between the Company and U.S.\nAsian; and (iii) the Succession Agreement dated April 6, 2021 (the “Succession Agreement” and, together with the Employment\nAgreement and the Consulting Agreement, the “Osser Agreements”), by and among the Company, Osser and U.S. Asian, pursuant\nto which the parties agreed to restructure the Employment Agreement and Consulting Agreement to provide for, among other things, (i)\nthe overall compensation under the Employment Agreement to be reduced by $100,000 to $200,000 per year, split equally between a cash\namount and an amount in shares, and (ii) the compensation under the Consulting Agreement to be increased by $100,000 to $200,000 per\nyear, equally split between a cash amount and an amount in shares, which shares were formerly payable under the Employment Agreement.\n\n \n\nThe\nNew Osser Agreement provides as follows:\n\n \n\n(1)\nWith respect to the period prior to the Effective Date: (A) in view of the changing significance of the Company’s China operations],\nthe Consulting Agreement and the Succession Agreement (to the extent related to the Consulting Agreement but not the Employment Agreement)\nwas cancelled and terminated, without any further responsibility of the Company for any payments of compensation or other amounts or\nbenefits thereunder, whether in shares or cash, arising or accruing thereunder), and (B) all compensation and other amounts and benefits\nowed by the Company under the Employment Agreement were waived by Osser, subject to, and conditioned upon, the full and complete (x)\npayment of an aggregate of $64,080 past due amounts, (y) payment of $75,000 as a 1099 catch-up in respect of the period from July 2025\nto March 2026, and (D) reimbursement of certain expenses for China travel and related expenses. The $50,000 of shares earned under the\nOsser Agreements on or before March 31, 2026 are to be deliverable to Osser in accordance with the applicable terms thereof; all shares\nearned in respect of any period thereafter were forfeited; and\n\n \n\n(2)\nWith respect to the period from and after the Effective Date and through the expiration of the Employment Agreement on July 17, 2027\n(such period, the “Employment Term” and such date, the “Expiration Date”): the Employment Agreement was modified\nto the extent necessary to provide as follows: (A) the change in status of Osser to the Advisor to the Chief Executive of the Company,\n(B) in full payment for services to be rendered by Osser to the Company during the Employment Term, Osser will be entitled to base compensation,\npayable in cash, less applicable withholding, at the annual rate of $48,000 per year, and (C) the continuation of his health benefits\nfor himself and his wife and his car allowance (subject to certain caps).\n\n \n\n \n\n \n\n \n\nPursuant\nto the New Osser Agreement, Osser and his wife also entered into lock-up agreements (each a “Lock-Up Agreement”), restricting\nthe transfer of their shares of the Company through April 20, 2027; provided, that such Lock-Up Agreement does not restrict the transfer\nof 363,339 shares for which the legends had previously been removed.\n\n \n\nIf\nthe Company terminates Osser’s employment without cause (other than due to death or disability), or if Osser terminates his employment\nfor good reason (each as defined in the applicable agreement), or any payments due under the New Osser Agreement shall not be made within\nthirty (30) days beyond the scheduled payment date (other than due to termination for death, disability or cause), he is entitled to\nreceive (i) any amounts payable under the New Osser Agreement prior to such termination, and (ii) a lump sum payment equal to all base\nsalary, car allowance and/or healthcare payments not so paid from the effective date of termination or default, as applicable, through\nJuly 10, 2027, in lieu of any payments under any of the Osser Agreements arising in connection with the termination of Osser’s\nemployment or service relationship for any reason or due to the default by the Company.\n\n \n\nA\ncopy of the New Osser Agreement and the form Lock-Up Agreement are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated\nherein by reference.\n\n \n\nThe\nforegoing description of the material terms of the New Osser Agreement and the Lock-Up Agreement do not purport to be complete and are\nqualified in their entirety by reference to such agreements as Exhibit 10.1 and Exhibit 10.2 hereto, respectively."}