SCHEDULE: Universal Safety Products: Stakeholder Voting Agreement Update
Schedule 13D Amendment
An amendment to a Schedule 13D filing details a voting agreement and put right related to Universal Safety Products, Inc. common stock.
Summary
- This filing is an amendment (Amendment No. 17) to a previously filed Schedule 13D concerning Universal Safety Products, Inc. common stock.
- It details transactions and agreements related to beneficial ownership of the company's shares.
- A key event is an agreement dated July 30, 2026, between Ault Lending and David Lazar regarding Mr. Lazar's voting of his shares at a special meeting.
- Mr. Lazar agreed to vote his shares in support of management proposals.
- In return, Ault Lending offered Mr. Lazar a put right to sell his shares back to Ault Lending or an affiliate at specified prices ($7.25 between Sept 15-Oct 15, 2026, and $8.00 between Oct 16-Nov 15, 2026).
- This put right terminated upon the conclusion of the special meeting on July 31, 2026, as not all management proposals were approved.
- The filing also updates beneficial ownership percentages for various reporting persons, including Hyperscale Data, Inc., Ault & Company, Inc., Alpha Structured Finance LP, Alpha Structured Finance GP LLC, ACG Alpha Management LLC, Ault Lending, LLC, Ault Capital Group, Inc., Milton C. Ault III, and Henry Carl Nisser.
- Milton C. Ault III beneficially owns approximately 35.9% of the outstanding shares, including direct holdings, options, and shares held by affiliated entities.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this filing as neutral, primarily reporting on past transactions and the termination of a specific agreement, without significant new positive or negative developments.
Positives
- The agreement with David Lazar aimed to secure support for management proposals at the special meeting.
- Milton C. Ault III and associated entities collectively hold a significant portion (35.9%) of the company's shares, indicating substantial stakeholder interest.
Negatives
- The put right granted to David Lazar terminated because not all management proposals were approved at the special meeting.
- Two management proposals were rejected at the special meeting.
Risks
- The termination of the put right for David Lazar may impact his future actions or relationship with the company.
- The failure to pass all management proposals at the special meeting could indicate internal disagreements or challenges to management's agenda.
Future Outlook
The filing does not contain specific forward-looking statements or guidance regarding future financial performance. The primary focus is on past transactions and agreements.
Management Comments
- The filing notes that two of the Management Proposals were rejected at the Special Meeting, indicating a lack of full management consensus or shareholder approval on all items.
- The termination of the put right for David Lazar is a direct consequence of the meeting's outcome.
Industry Context
StockSavvy.ai notes that Schedule 13D filings are crucial for tracking significant changes in beneficial ownership, often signaling potential shifts in corporate control, activism, or strategic investments within any industry. This amendment highlights the dynamic nature of stakeholder influence and agreements.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Voting Agreement | Ault Lending and David Lazar entered into an agreement for Mr. Lazar to vote his shares in support of management proposals. | 2026-07-30 | Intended to secure shareholder support for management's agenda at the special meeting. |
| Put Right Termination | The put right granted to David Lazar terminated because not all management proposals were approved at the special meeting. | 2026-07-31 | Removes a potential future obligation for Ault Lending and alters the terms of the agreement with Mr. Lazar. |
Related Party Transactions
- Ault Lending issued promissory notes to JLA Realty Associates LLC for the purchase of 300,000 shares.
- Ault Lending issued promissory notes to SJC Lending, LLC for the purchase of 340,000 shares.
- Ault Lending entered into a voting agreement with David Lazar, which included a terminated put right.
Stakeholder Impact
- Shareholders: The outcome of the special meeting, with the rejection of two management proposals, may indicate shareholder dissent or concerns.
- David Lazar: The termination of his put right means he cannot sell his shares back to Ault Lending at the previously agreed-upon prices and timelines.
- Management: The partial failure to pass management proposals could impact their strategic initiatives and authority.
Next Steps
- Monitor future filings for any further changes in beneficial ownership or new agreements.
- Observe the company's strategic direction following the partial rejection of management proposals at the special meeting.
Key Dates
| Date | Description |
|---|---|
| 2025-10-20 | Vesting date for stock options awarded to Mr. Ault and Mr. Nisser. |
| 2026-01-16 | Date of the Stock Purchase Agreement with JLA Realty Associates LLC. |
| 2026-04-30 | Date of the Stock Purchase Agreement with SJC Lending, LLC. |
| 2026-05-15 | Amendment date for the Stock Purchase Agreement with SJC Lending, LLC. |
| 2026-07-07 | Date of a purchase of Common Stock by Milton C. Ault III. |
| 2026-07-08 | Date of a purchase of Common Stock by Milton C. Ault III and Ault & Company, Inc. |
| 2026-07-09 | Date as of which the total number of Shares outstanding was reported. |
| 2026-07-10 | Date of the Issuer's Registration Statement on Form S-1 filing. |
| 2026-07-30 | Date of the Lazar Agreement between Ault Lending and David Lazar. |
| 2026-07-31 | Date of the Special Meeting of stockholders and filing date of Amendment No. 17. |
| 2026-09-15 | Start of the first window for David Lazar to exercise his put right (if it had not terminated). |
| 2026-10-15 | End of the first window for David Lazar to exercise his put right (if it had not terminated). |
| 2026-10-16 | Start of the second window for David Lazar to exercise his put right (if it had not terminated). |
| 2026-11-15 | End of the second window for David Lazar to exercise his put right (if it had not terminated). |
| 2035-08-26 | Expiration date for stock options awarded to Mr. Ault and Mr. Nisser. |
Keywords
Schedule 13D, Beneficial Ownership, Voting Agreement, Put Right, Stock Purchase, Securities, Corporate Governance, Shareholder Meeting
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