UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): July 27, 2020
UNIVERSAL SECURITY INSTRUMENTS, INC.
(Exact name of registrant as specified in its charter)
| Maryland | 001-31747 | 52-0898545 |
| (State or Other Jurisdiction | (Commission File Number) | (IRS Employer |
| of Incorporation) | Identification No.) |
11407 Cronhill Drive, Suite A, Owings Mills, Maryland 21117
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (410) 363-3000
Inapplicable
(Former Name or Former Address if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol | Name of each exchange on which registered |
| Common Stock | UUU | NYSE MKT LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 1.01. | Entry into a Material Definitive Agreement. |
On July 27, 2020, the Registrant entered into an Addendum to the Second Amended and Restated Employment Agreement dated as of July 18, 2005 with Harvey B. Grossblatt, President and Chief Executive Officer of the Registrant (the “Addendum”). The Addendum extended the term of Mr. Grossblatt’s employment by one year, from July 31, 2020 to July 31, 2021. In addition, the Registrant continued the bonus threshold on which the Executive may earn a bonus for the fiscal year beginning April 1, 2020 at 4% of shareholders’ equity as of April 1, 2020.
| Item 9.01. | Financial Statements and Exhibits. |
(c) Exhibits
The following exhibits are filed herewith:
Exhibit No.
| 10.1 | Addendum, dated July 27, 2020, to Second Amended and Restated Employment Agreement |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| UNIVERSAL SECURITY INSTRUMENTS, INC. | ||
| (Registrant) | ||
| Date: July 27, 2020 | By: | /s/ Harvey B. Grossblatt |
| Harvey B. Grossblatt | ||
| President | ||
Exhibit 10.1
ADDENDUM TO
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT
THIS ADDENDUM TO SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Addendum”) is made as of the 27th day of July, 2020 by and between UNIVERSAL SECURITY INSTRUMENTS, INC., a Maryland corporation (the “Company”) and HARVEY B. GROSSBLATT (the “Executive”).
INTRODUCTORY STATEMENT
The Company and Executive entered into a Second Amended and Restated Employment Agreement dated as of July 18, 2005, as amended (the “Original Agreement”). The parties desire to extend the term of the Original Agreement for an additional one-year term and amend certain provisions of the “Bonus Formula” set forth therein.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
| A. | All capitalized terms not otherwise defined in this Addendum shall have the meanings set forth in the Original Agreement. |
| B. | The first sentence of Section 1(b) of the Original Agreement is hereby amended in it entirety to read as follows: |
Subject to Section 7, the Company shall employ the Executive pursuant to the terms hereof for the period commencing as of the date hereof and ending on July 31, 2021.
| C. | In all other respects, the Original Agreement, as amended hereby, shall remain in full force and effect. |
IN WITNESS WHEREOF, the parties have executed this Addendum as of the day and year first above written.
| UNIVERSAL SECURITY INSTRUMENTS, INC. | ||
| By: | /s/ | |
| James B. Huff, Vice President | ||
| /s/ | ||
| Harvey B. Grossblatt | ||