Universal Safety Products Enters Material Agreement

TL;DR

USP entered a big deal, got new debt, and sold stock. Details TBD.

AI Summary

Universal Safety Products, Inc. announced on August 13, 2025, that it entered into a material definitive agreement. The company also reported the creation of a direct financial obligation and unregistered sales of equity securities. Specific details regarding the agreement, financial obligations, and equity sales were not provided in this initial filing.

Why It Matters

This filing indicates significant corporate actions, including a new agreement and potential financial obligations, which could impact the company's future financial health and stock performance.

Risk Assessment

Risk Level: medium — The filing mentions material definitive agreements, financial obligations, and unregistered equity sales, which can introduce financial and operational risks.

Key Players & Entities

• UNIVERSAL SAFETY PRODUCTS, INC. (company) — Registrant
• August 13, 2025 (date) — Date of earliest event reported
• Maryland (jurisdiction) — State of incorporation
• 001-31747 (identifier) — Commission File Number
• 52-0898545 (identifier) — EIN

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value UUU NYSE American Indic
• $2,750,000 — the aggregate principal amount of up to $2,750,000 (the " Convertible Notes ") for a total
• $2.5 million — ") for a total purchase price of up to $2.5 million dollars (the " Loan "), The consummat
• $1.1 m — to SJC in the principal face amount of $1.1 million, for a purchase price of One Mill
• $1,000,000 — purchase price of One Million Dollars ($1,000,000). Pursuant to the Agreement, upon the
• $550,000 — le Note in the principal face amount of $550,000, for a purchase price of Five Hundred T
• $500,000 — price of Five Hundred Thousand Dollars ($500,000). Pursuant to the Agreement, upon the
• $1,100,000 — on Date, has a principal face amount of $1,100,000 and was issued with an original issue d
• $1.00 — on Price ") equal to the greater of (i) $1.00 (the " Floor Price "), which Floor Pric
• $10.00 — s of Common Stock, but not greater than $10.00 per share. The Company may not issue

Filing Documents

• tm2523324d1_8k.htm (8-K) — 44KB
• tm2523324d1_ex4-1.htm (EX-4.1) — 113KB
• tm2523324d1_ex10-1.htm (EX-10.1) — 243KB
• 0001104659-25-078006.txt ( ) — 657KB
• uuu-20250813.xsd (EX-101.SCH) — 3KB
• uuu-20250813_lab.xml (EX-101.LAB) — 33KB
• uuu-20250813_pre.xml (EX-101.PRE) — 22KB
• tm2523324d1_8k_htm.xml (XML) — 4KB

01 Entry

Item 1.01 Entry into a Material Definitive Agreement. On August 13, 2025 (the " Execution Date "), Universal Safety Products, Inc., a Maryland corporation (the " Company ") entered into a Securities Purchase Agreement (the " Agreement ") with SJC Lending LLC, a Delaware limited liability company (" SJC "), pursuant to which the Company agreed to sell to SJC convertible promissory notes in the aggregate principal amount of up to $2,750,000 (the " Convertible Notes ") for a total purchase price of up to $2.5 million dollars (the " Loan "), The consummation of the transactions contemplated by the Agreement, specifically the conversion of the Convertible Notes in an aggregate number in excess of 19.99% of the number of shares of the Company's common stock, par value $0.01 per share (the " Common Stock ") on the Execution Date, are subject to various customary closing conditions as well as regulatory and Stockholder Approval (as hereinafter defined). The material terms of the Agreement and the Convertible Notes are summarized below. Description of the Agreement The Agreement provides that the Loan shall be conducted through three (3) separate tranche closings, provided, however, that SJC has the ability, exercisable in its sole discretion, to purchase any principal face amount of Convertible Notes prior to the dates of the tranche closings provided for in the Agreement. Pursuant to the Agreement, the initial tranche closing, which occurred on the Execution Date, consisted of the issuance of a Convertible Note to SJC in the principal face amount of $1.1 million, for a purchase price of One Million Dollars ($1,000,000). Pursuant to the Agreement, upon the filing by the Company with the Securities and Exchange Commission (the " SEC ") of a registration " Securities Act ") the shares of Comon Stock issuable upon conversion of the Convertible Notes,

03 Creation

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The disclosure required by this Item and included in Item 1.01 of this Current Report is incorporated herein by reference.

02 Unregistered Sales

Item 3.02 Unregistered Sales of Equity Securities. The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference to this Item 3.02. The Note described in this Current Report on Form 8-K was offered and issued to SJC in reliance upon exemption from the registration requirements under Section 4(a)(2) under the Securities Act of 1933, as amended.

01 Financial

Item 9.01 Financial (d) Exhibits: Exhibit No. Description 4.1 Form of Convertible Note, issued August 13, 2025. 10.1 Securities Purchase Agreement, dated August 13, 2025, by and between Universal Safety Products, Inc. and SJC Lending LLC. 101 Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101). 3 SIGNATURE 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 hereunto duly authorized. UNIVERSAL SAFETY PRODUCTS, INC. Dated: August 14, 2025 /s/ Harvey B. Grossblatt Harvey B. Grossblatt President and Chief Executive Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR