Universal Safety (NYSE: UUU) issues 405,000 shares on convertible note deal

Rhea-AI Filing Summary

Universal Safety Products, Inc. reported that between January 26, 2026 and February 3, 2026 it issued 405,000 shares of common stock upon conversion of $1,503,424.80 of principal and accrued interest under a convertible note.

The common shares were issued in a private transaction relying on the Section 4(a)(2) exemption from registration under the Securities Act of 1933. As of February 3, 2026, the company had 2,717,887 shares of common stock outstanding.

Insights

Capital structure analyst

Convertible note converts into equity, increasing shares while reducing debt.

Universal Safety Products, Inc. issued 405,000 new common shares between January 26 and February 3, 2026 by converting $1,503,424.80 of principal and accrued interest from a convertible note. This shifts value from a creditor claim into equity.

The conversion removes that note balance and related interest from the capital structure, which can ease future cash interest obligations. At the same time, equity holders now share ownership across a larger number of common shares, with 2,717,887 shares outstanding as of February 3, 2026.

The shares were issued in a private transaction relying on the Section 4(a)(2) registration exemption, so any future resales by holders would depend on separate registration or resale exemptions. Subsequent filings may provide more detail on remaining debt and any additional conversions.

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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): February 6, 2026

UNIVERSAL SAFETY PRODUCTS, INC. 

(Exact name of registrant as specified in its charter)

Maryland	001-31747	52-0898545
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

11407 Cronhill Drive, Suite A, Owings Mills, Maryland 21117

(Address of principal executive offices) (Zip Code)

(410) 363-3000

(Registrant’s telephone number, including area code)

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(s)		Name of each exchange on which registered
Common Stock, $0.01 par value		UUU		NYSE American

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. ¨

Item 3.02 Unregistered Sales of Equity Securities.

Between January 26, 2026 and February 3, 2026, Universal Safety Products, Inc. (the “Company”) issued an aggregate of 405,000 shares of its common stock, par value $0.01 per share (the “Common Stock”) upon conversion of $1,503,424.80 of principal and accrued interest under a convertible note. The shares of Common Stock were offered and sold in reliance upon an exemption from the registration requirements under Section 4(a)(2) under the Securities Act of 1933, as amended.

As of February 3, 2026, the Company had 2,717,887 shares of Common Stock outstanding.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.		Description
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).

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: February 6, 2026	/s/ Harvey B. Grossblatt
	Harvey B. Grossblatt
	President and Chief Executive Officer

FAQ

What did Universal Safety Products (UUU) disclose in its February 2026 Form 8-K?

Universal Safety Products disclosed that it issued 405,000 common shares between January 26 and February 3, 2026 upon conversion of a convertible note. The conversion covered $1,503,424.80 of principal and accrued interest and relied on a private-offering exemption from Securities Act registration.

How many shares did Universal Safety Products issue on the convertible note conversion?

The company issued 405,000 shares of its common stock, par value $0.01 per share, between January 26 and February 3, 2026. These shares were delivered to the note holder in exchange for cancelling a portion of the principal and accrued interest on the convertible note.

What dollar amount of Universal Safety Products’ debt was converted into equity?

Universal Safety Products converted $1,503,424.80 of principal and accrued interest under a convertible note into common stock. That amount was exchanged for 405,000 newly issued common shares, replacing that portion of the note obligation with equity in the company instead of debt.

How many Universal Safety Products common shares were outstanding after the conversion?

As of February 3, 2026, Universal Safety Products had 2,717,887 shares of common stock outstanding. This figure reflects the issuance of 405,000 new shares upon conversion of $1,503,424.80 of principal and accrued interest under a convertible note into equity.

Were the newly issued Universal Safety Products shares registered with the SEC?

The new shares were not issued under a registration statement; they were offered and sold in reliance on Section 4(a)(2) of the Securities Act of 1933. That exemption allows private issuances, subject to restrictions on how and to whom the securities are offered.

On which exchange does Universal Safety Products’ common stock trade and under what symbol?

Universal Safety Products’ common stock, with a par value of $0.01 per share, is listed on the NYSE American. The trading symbol for the company’s common stock on that exchange is "UUU," as identified in the securities listing section of the disclosure.