Business Context and Reporting Period
Company: Universal Security Instruments, Inc. (USI)
Filing Type: Form 8-K (Current Report)
Date of Report: November 18, 2024
Reporting Period: Specific event date of November 18, 2024, relating to an agreement executed on October 29, 2024.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on a material definitive agreement regarding executive compensation.
Material Changes
- Asset Purchase Agreement: On October 29, 2024, USI entered into an Asset Purchase Agreement with Feit Electric Company, Inc.
- Executive Compensation Waiver: On November 18, 2024, Harvey B. Grossblatt (President and CEO) entered into a Letter Agreement waiving certain "change of control" payments.
- Scope of Waiver: The waiver applies specifically to change of control payments triggered by the transaction with Feit Electric under the Purchase Agreement, based on his Second Amended and Restated Employment Agreement dated July 18, 2005.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, future outlook, or general risk factors. The primary contingency noted is the execution of the Feit Electric transaction, which serves as the condition for the CEO's waiver of change of control benefits.
Key Facts for Investor Verification
- Verify the terms and status of the Asset Purchase Agreement with Feit Electric Company, Inc. announced on October 29, 2024.
- Confirm the specific value of the "change of control" payments waived by CEO Harvey B. Grossblatt in the Letter Agreement (Exhibit 10.1).
- Review the Second Amended and Restated Employment Agreement (July 18, 2005) to understand the baseline compensation structure being modified.