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UNIVERSAL SAFETY PRODUCTS, INC.

For the period ended Mar 27, 2026. Filed Feb 24, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Mar 27, 2026 · Filed Feb 24, 2026

UUU$5.29+3.7%Stored close · as of Oct 16, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Filed by the Registrant☒
Filed by a Party other than the Registrant☐
Check the appropriate box:
☐Preliminary Proxy Statement
☐Confidential, For Use of the Commission Only (as Permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Pursuant to § 240.14a-12

UNIVERSAL SAFETY PRODUCTS, INC.

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒No fee required.
☐Fee previously paid with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a- 6(i)(1) and 0-11.

February 24, 2026

Dear Stockholder:

You are cordially invited to attend the 2026 Annual Meeting of Stockholders (“Annual Meeting”) of Universal Safety Products, Inc. (“Universal Safety” or the “Company”) The Annual Meeting will be held on March 27, 2026 at 12:00 p.m. ET. The Annual Meeting will be held in a virtual meeting format only. You can attend the Annual Meeting online and vote your shares electronically during the Annual Meeting by visiting meetnow.global/MFRGJ4C. You will not be able to attend the Annual Meeting in person.

Details regarding admission to the Annual Meeting and the business to be conducted are more fully described in the accompanying Notice of 2026 Annual Meeting of Stockholders and Proxy Statement.

The agenda for this Annual Meeting includes (i) the election of one (1) Class II director and two (2) Class III directors, (ii) the ratification of the appointment of CBIZ CPAs P.C. as Universal Safety’s independent registered public accounting firm for the fiscal year ending March 31, 2026, (iii) a non-binding advisory vote on the compensation paid to our named executive officers, and (iv) a non-binding advisory vote on the frequency of advisory votes on the compensation paid to our named executive officers.

Your vote is very important. Whether or not you plan to attend the Annual Meeting, please carefully review the Proxy Statement and then cast your vote, regardless of the number of shares you hold. If you are a stockholder of record, you may vote over the Internet, by telephone, or by completing, signing, dating and mailing the accompanying proxy card in the return envelope. Submitting your vote via the Internet in advance of the Annual Meeting or by telephone or proxy card will not affect your right to vote during the Annual Meeting if you decide to attend the Annual Meeting. If your shares are held in street name (held for your account by a broker or other nominee), you will receive instructions from your broker or other nominee explaining how to vote your shares, and you will have the option to cast your vote by telephone or over the Internet in advance of the Annual Meeting if your voting instruction form from your broker or nominee includes instructions and a toll-free telephone number or Internet website to do so. In any event, to be sure that your vote will be received in time, please cast your vote by your choice of available means at your earliest convenience.

We hope that you will join us on March 27, 2026. Your continuing interest in Universal Safety is very much appreciated.

Sincerely,

/s/ Harvey B. Grossblatt

Harvey B. Grossblatt

Chief Executive Officer

You are cordially invited to attend the Annual Meeting. Whether or not you expect to attend the Annual Meeting virtually, please vote by telephone, through the Internet or by completing and returning the proxy card mailed to you, as promptly as possible in order to ensure your representation at the Annual Meeting. Voting instructions are printed on your proxy card and included in the accompanying Proxy Statement. If you participate virtually in the Annual Meeting, you may vote at that time, even if you previously submitted your vote. Please note, however, that if your shares are held of record by a brokerage firm, bank or other agent and you wish to vote at the Annual Meeting, you must obtain a proxy issued in your name from that agent in order to vote your shares that are held in such agent's name and account.

(410) 363-3000

NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS

Time12:00 p.m., Eastern time
DateFriday, March 27, 2026
Virtual MeetingThe Annual Meeting will be a virtual meeting through which you can listen to the meeting and vote online. To access the virtual meeting please click the Virtual Stockholder Meeting link: meetnow.global/MFRGJ4C. To login to the virtual meeting you have two options: Join as a “Guest” or Join as a “Stockholder.” If you join as a “Stockholder” you will be required to have a control number. Stockholders attending the virtual meeting will be afforded the same rights and opportunities to participate as they would at an in-person meeting.
Purpose(1)To elect the Board of Directors’ nominees as members of the Board of Directors, with (i) Ira F. Bormel to serve as a Class II director for a term of two (2) years ending at the annual meeting of stockholders to be held in 2028, and (ii) Harvey B. Grossblatt and Henry C.W. Nisser to serve as Class III directors for a term of three (3) years ending at the annual meeting of stockholders to be held in 2029, and until their successors are duly elected and qualified.
(2)To ratify the selection of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2026.
(3)To approve, on a non-binding advisory basis, the compensation of our named executive officers, as disclosed in this proxy statement.
(4)To approve, on a non-binding advisory basis, a frequency of “Three Years” for future advisory votes on executive compensation.
(5)To transact any other business that may properly come before the Annual Meeting or any adjournment or postponement thereof.
These items of business are more fully described in the Proxy Statement accompanying this notice.
Record DateThe Board of Directors has fixed the close of business on February 24, 2026 (the “Record Date”) as the record date for determining stockholders entitled to notice of and to vote at the Annual Meeting.
A list of stockholders entitled to vote at the Annual Meeting will be available for inspection by any stockholder of record for purposes germane to the Annual Meeting for a period of ten (10) days prior to the Annual Meeting. Please contact the Secretary of the Company to make arrangements to inspect the list. In addition, during the Annual Meeting, that list of stockholders will be available for examination by any stockholder of record.

By order of the Board of Directors,

/s/ Harvey B. Grossblatt

Harvey B. Grossblatt

Chief Executive Officer

Owings Mills, MD

February 24, 2026

Important Notice Regarding the Availability of Proxy Materials for the Universal Safety 2026 Annual Meeting of Stockholders to Be Held on March 27, 2026. This Notice of Annual Meeting of Stockholders and the accompanying Proxy Statement are available on the Internet atwww.envisionreports.com/UUU for registered holders andhttp://www.edocumentview.com/UUU for street holders.

TABLE OF CONTENTS

Page
GENERAL INFORMATION1
PROPOSAL NO. 1: ELECTION OF DIRECTORS6
General6
Information about the Nominees6
Information about Class I Directors Continuing in Office Until the 2027 Annual Meeting of Stockholders7
Involvement in Certain Legal Proceedings7
Family Relationships8
Board Independence9
Board Meetings and Attendance9
Board Committees9
Board Nominations10
Leadership Structure and Risk Oversight10
Section 16(a) Beneficial Ownership Reporting Compliance10
Code of Ethics10
Stockholder Communications with Our Board of Directors10
Director Compensation10
Vote Required11
Our Recommendation11
PROPOSAL NO. 2: RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM12
Independent Registered Public Accounting Firm Fees12
Pre-Approval Policy12
Review of the Company’s Audited Financial Statements for the Fiscal Year Ended March 31, 202513
Report of the Audit Committee of the Board of Directors13
Vote Required13
Our Recommendation13
PROPOSAL 3: APPROVAL, ON A NON-BINDING ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS, AS DISCLOSED IN THIS PROXY STATEMENT14
Reasons for this Proposal14
What does it mean to have a “say-on-pay” advisory vote?14
Where can I find more information on executive compensation?14
What are some of the performance and compensation highlights for 2025?14
Vote Required14
Our Recommendation14
PROPOSAL NO. 4: APPROVAL OF A FREQUENCY OF “THREE YEARS” FOR FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION15
Background and Reasons for this Proposal15
Vote Required15
Our Recommendation15
INFORMATION ABOUT THE EXECUTIVE OFFICERS16
Executive Officers16
Involvement in Certain Legal Proceedings16
EXECUTIVE COMPENSATION17
Summary Compensation Table17
Employment Agreements17
CEO Pay Ratio18
Pay Versus Performance19
Policies on Ownership, Insider Trading, 10b5-1 Plans and Hedging19
Outstanding Equity Awards at Fiscal Year End20
Incentive Compensation Plans20
Equity Compensation Information23
Limitation on Liability and Indemnification Agreements23
CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS24
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT25
HOUSEHOLDING OF PROXY MATERIALS26
PROPOSALS OF STOCKHOLDERS FOR THE 2027 ANNUAL MEETING26
OTHER MATTERS27

i

(410) 363-3000

DEFINITIVE PROXY STATEMENT

FOR THE 2026 ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON MARCH 27, 2026

AT 12:00 P.M. ET

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.