SCHEDULE 13D/A: Ault & Company Group Terminates Coordination Agreement with Universal Security Instruments, Adjusting Beneficial Ownership

Sentiment:

Beneficial Ownership Update


Ault & Company, Inc. and its affiliated reporting persons have announced the termination of their Coordination Agreement with Universal Security Instruments Inc. stockholders, effective August 4, 2025, altering their collective beneficial ownership structure.

Summary

  • Ault & Company, Inc. and its affiliated entities (the "Reporting Persons") have filed Amendment No. 3 to their Schedule 13D regarding Universal Security Instruments Inc. (USI) Common Stock.
  • The Reporting Persons collectively beneficially own 239,245 shares of USI Common Stock, representing approximately 10.3% of the 2,312,887 shares outstanding as of February 14, 2025.
  • Ault & Company, Inc. (A&C) previously held authority to vote or dispose of 231,745 shares under a Coordination Agreement.
  • A&C delivered a notice on June 4, 2025, to terminate this Coordination Agreement, with the termination becoming effective on August 4, 2025.
  • Upon termination, A&C's authority over the shares owned by other stockholders under the agreement will cease, and A&C will no longer beneficially own those shares.
  • Recent purchases include 5,000 shares by Alpha Structured Finance LP for $11,968.50 (average $2.3937/share) on May 30, 2025, 8,725 shares by Ault Lending, LLC for an aggregate of $23,548.81, and 4,000 shares by Ault & Company, Inc. for $9,438.80.
  • The Reporting Persons entered into a Joint Filing Agreement on June 6, 2025, for future Schedule 13D filings.

Sentiment

Score: 5

Explanation: The document is primarily factual, reporting changes in beneficial ownership and the termination of a coordination agreement. It does not contain overtly positive or negative financial results for the issuer, but the termination of the agreement could be interpreted with mixed sentiment depending on one's view of the Ault group's influence.

Positives

  • The Reporting Persons continue to hold a significant stake (10.3%) in Universal Security Instruments Inc., indicating continued interest.
  • Recent share purchases by Alpha Structured Finance LP and Ault Lending, LLC demonstrate ongoing investment in the company's stock.

Negatives

  • The termination of the Coordination Agreement, effective August 4, 2025, will result in Ault & Company, Inc. losing its authority to vote or dispose of a significant portion of the shares (231,745 shares) previously under its control. This could reduce the collective influence of the Ault group over Universal Security Instruments Inc.

Risks

  • Loss of collective voting and dispositive power for Ault & Company, Inc. over a substantial block of shares (231,745 shares) upon the termination of the Coordination Agreement on August 4, 2025, which may diminish the group's influence on Universal Security Instruments Inc.'s corporate governance or strategic direction.

Future Outlook

The document indicates a shift in the collective influence of the Ault group over Universal Security Instruments Inc. due to the termination of the Coordination Agreement, which will become effective on August 4, 2025. This suggests a potential change in the strategic approach or level of engagement by the Ault group with the Issuer.

Industry Context

This Schedule 13D amendment reflects a change in the ownership structure and influence of a significant shareholder group (Ault & Company and its affiliates) in Universal Security Instruments Inc. Such filings are common in the context of activist investing or significant institutional ownership, where investors may seek to influence corporate strategy or governance. The termination of a coordination agreement could signal a shift from a more unified activist stance to a more decentralized approach among the reporting entities, or a change in their overall investment thesis regarding the issuer.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Termination of Shareholder AgreementThe Coordination Agreement, which granted Ault & Company, Inc. authority over voting and disposition of 231,745 shares, will terminate effective August 4, 2025. This will remove A&C's collective control over these shares.2025-08-04This change could reduce the collective influence of the Ault group on Universal Security Instruments Inc.'s corporate governance, potentially decentralizing voting power among the individual reporting entities.

Stakeholder Impact

  • Shareholders: The termination of the Coordination Agreement may lead to a more dispersed voting power among the Ault group's holdings, potentially altering the dynamics of shareholder influence. The continued significant ownership by the Ault group indicates ongoing interest.

Next Steps

  • The Coordination Agreement will automatically terminate on August 4, 2025.
  • The Reporting Persons have entered into a Joint Filing Agreement for future Schedule 13D filings.

Key Dates

DateDescription
2024-12-23Original filing date of the Schedule 13D by the Reporting Persons.
2025-02-14Date of Universal Security Instruments Inc.'s Quarterly Report on Form 10-Q, reporting 2,312,887 shares outstanding, used as the basis for percentage calculations.
2025-05-30Alpha Structured Finance LP purchased 5,000 shares of Common Stock.
2025-06-04Date of event requiring this filing; Ault & Company, Inc. delivered notice of termination for the Coordination Agreement. Ault Lending, LLC purchased 5,000 shares of Common Stock.
2025-06-06Reporting Persons entered into a Joint Filing Agreement.
2025-08-04Effective date of the termination of the Coordination Agreement.

Keywords

Universal Security Instruments Inc., USI, Ault & Company Inc., Schedule 13D, Beneficial Ownership, Coordination Agreement, Shareholder Activism, Investment Holdings, SEC Filing, Common Stock, Alpha Structured Finance LP, Ault Lending LLC, Hyperscale Data Inc.

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.