UUU · 10-K · filed 2026-07-02 severity 3/10

Auditor's Report — modifiers detected

audit material weakness
Report of Independent Registered Public Accounting Firm - PCAOB# 199 F-1 Consolidated Balance Sheets as of March 31, 2026, and 2025 F-2 Consolidated Statements of Operations for the Years Ended March 31, 2026, and 2025 F-3 Consolidated Statements of Shareholders' Equity for the Years Ended March 31, 2026, and 2025 F-4 Consolidated Statements of Cash Flows for the Years Ended March 31, 2026, and 2025 F-5 Notes to Consolidated Financial Statements F-6 ​ (a)3. Exhibits required to be filed by Item 601 of Regulation S-K. ​ Exhibit Number ​ ​ Description 2.1 ​ Asset Purchase Agreement by and between Feit Electric Company, Inc., Universal Security Instruments, Inc. and USI Electric, Inc. dated October 29, 2024 (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 30, 2024) 2.2 ​ Amendment Number One to Asset Purchase Agreement by and between Feit Electric Company, Inc., Universal Security Instruments, Inc. and USI Electric, Inc. dated May 22, 2025 (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on May 29, 2025) 3.1 ​ Articles of Incorporation (incorporated by reference to the Company's Quarterly Report on Form 10-Q for the period ended December 31, 1988) 3.2 ​ Articles Supplementary, filed October 14, 2003 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed October 31, 2002) 3.3 ​ Articles of Amendment, filed May 28, 2025 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8 K filed July 21, 2025) 3.4 ​ Bylaws, as amended (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed April 17, 2025) 3.5 ​ First Amendment to Bylaws (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed August 29, 2025) 4.1 ​ Form of Convertible Note, issued June 12, 2026 (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed June 12, 2026) 4.2 ​ Description of Capital Stock (incorporated by reference to Exhibit 4.1 to the Company's Annual Report on Form 10-K filed July 29, 2025) 10.1 ​ Lease between Universal Security Instruments, Inc. and St. John Properties, Inc. dated November 4, 2008 for its office and warehouse located at 11407 Cronhill Drive, Suites A-D, Owings Mills, Maryland 21117 (incorporated by reference to Exhibit 10.8 to the Company's Quarterly Report on Form 10-Q for the period ended December 31, 2008) , as amended by Amendment to Lease dated June 23, 2009 (incorporated by reference to Exhibit 10.9 to the Company's Annual Report on Form 10-K for the year ended March 31, 2009) and Amendment to Lease between Universal Security Instruments, Inc. and St. John Properties, Inc. dated March 3, 2022 (Amendment to Lease dated June 23, 2009 (incorporated by reference to Exhibit 10.5 to the Company's Annual Report on Form 10-K for the year ended March 31, 2022) 10.2 ​ Memorandum of Understanding dated as of April 15, 2025, by and between Universal Security Instruments, Inc., Ault & Company, Inc., and solely for limited purposes, Harvey Grossblatt (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 17, 2025) 10.3* ​ 2025 Stock Incentive Plan (incorporated by reference to Annex E to the Company's Definitive Proxy Statement filed on September 17, 2025) 10.4* ​ Employment Agreement, dated October 1, 2025, by and between Universal Safety Products, Inc. and Harvey B. Grossblatt (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 2, 2025) 10.5 ​ Securities Purchase Agreement, dated June 12, 2026, by and between Universal Safety Products, Inc. and SJC Lending LLC (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed June 12, 2026) 10.6** ​ Node Revenue Sharing Agreement, dated June 30, 2026, by and between Universal DeFi, LLC and Ault Capital Group, Inc., in its capacity as authorized agent for Ault DAO LLC 46 Table of Contents 16.1 ​ Letter of Marcum LLP (incorporated by reference to Exhibit 16.1 to the Company's Current Report on Form 8-K filed June 6, 2025) 21.1 ​ List of subsidiaries (incorporated by reference to Exhibit 21 to the Company's Annual Report on Form 10-K filed July 29, 2025) 31.1** ​ Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a). 31.2** ​ Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a). 32.1*** ​ Certification of Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code. 97.1 ​ Policy Relating to Recovery of Erroneously Awarded Compensation (incorporated by reference to Exhibit 97 to the Company's Annual Report on Form 10-K filed on July 29, 2025). 101.INS** ​ Inline XBRL Instance Document. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. 101.SCH** ​ Inline XBRL Taxonomy Extension Schema Document. 101.CAL** ​ Inline XBRL Taxonomy Extension Calculation Linkbase Document. 101.DEF** ​ Inline XBRL Taxonomy Extension Definition Linkbase Document. 101.LAB** ​ Inline XBRL Taxonomy Extension Label Linkbase Document. 101.PRE** ​ Inline XBRL Taxonomy Extension Presentation Linkbase Document. 104 ​ Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). * Indicates management contract or compensatory plan or arrangement. ** Filed herewith. *** Furnished herewith. ​ ITEM 16 . FORM 10-K SUMMARY None. ​ ​ 47 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ​ UNIVERSAL SAFETY PRODUCTS, INC. ​ ​ ​ July 2, 2026 By: /s/ Harvey B. Grossblatt ​ ​ Harvey B.