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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): November 7, 2024

 

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 5.07.Submission of Matters to a Vote of Security Holders.

 

The Annual Meeting of Stockholders of Universal Security Instruments, Inc. (the “Company”) was held on November 7, 2024. The matters submitted to the stockholders for a vote were: (i) the election of one director; (ii) a non-binding resolution approving the compensation of the executive officers named in the proxy statement; and (iii) the authorization of the Company’s Board of Directors to accept the selection by the Audit Committee of an outside auditing firm for the Company’s 2025 fiscal year.

 

Of the 2,312,887 shares entitled to notice of and to vote at the meeting, 1,194,384 shares (or 51.6% of the total shares) were represented at the meeting.

 

(i)The nominee submitted for election as director was Ronald A. Seff, M.D., for a term of three years, as described in the Proxy Statement distributed to stockholders in connection with the meeting. The following are the voting results (in number of shares) with respect to the election of directors:

 

 

Name

 

For

 

Withhold

 

Abstain

 Broker
Non-Votes
Ronald A. Seff, M.D. 280,848 267,741 0 645,795

 

As a result, the nominee was elected. Ira F. Bormel, Harvey B. Grossblatt and Cary Luskin were not up for re-election and continue in office as Directors after the Meeting.

 

(ii)The results of the vote on the non-binding resolution approving the compensation of the executive officers named in the proxy statement were as follows:

 

 

For

 

Against

 

Abstain

 Broker
Non-Votes
314,320 225,659 8,610 645,795

 

As a result, the resolution was approved.

 

(iii)The results of the vote on the proposal to authorize selection of an auditor were as follows:

 

 

For

 

Against

 

Abstain

 Broker
Non-Votes
1,060,724 107,012 26,648 0

 

As a result, the proposal was approved.

 

- 2 -

 

 

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: November 7, 2024 By: /s/ Harvey B. Grossblatt
    Harvey B. Grossblatt
    President

 

- 3 -

 

 

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Cover
Nov. 07, 2024
Cover [Abstract]  
Document Type 8-K
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Document Period End Date Nov. 07, 2024
Entity File Number 001-31747
Entity Registrant Name UNIVERSAL SECURITY INSTRUMENTS, INC.
Entity Central Index Key 0000102109
Entity Tax Identification Number 52-0898545
Entity Incorporation, State or Country Code MD
Entity Address, Address Line One 11407 Cronhill Drive
Entity Address, Address Line Two Suite A
Entity Address, City or Town Owings Mills
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Title of 12(b) Security Common Stock
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