UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 2)1
Universal Security Instruments, Inc.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
913821302
(CUSIP Number)
Milton C, Ault III
AULT GLOBAL Holdings, Inc.
11411 Southern Highlands Parkway, Suite 240,
LAS VEGAS, NV 89141
(949) 444-5464
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 27, 2021
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this Schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.
_______________
1 The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 913821302
| 1 | NAME OF REPORTING PERSONS
Ault Global Holdings, Inc. |
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*(a) ¨ (b) ¨ |
| 3 | SEC USE ONLY
|
| 4 | SOURCE OF FUNDS WC |
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) ¨ |
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER
- 0 - |
| 8 | SHARED VOTING POWER
- 0 - | |
| 9 | SOLE DISPOSITIVE POWER
- 0 - | |
| 10 | SHARED DISPOSITIVE POWER
- 0 - |
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
- 0 - |
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
- 0 - |
| 14 | TYPE OF REPORTING PERSON
CO |
| - 2 - |
CUSIP No. 913821302
The following constitutes Amendment No. 2 to the Schedule 13D filed by the undersigned (“Amendment No. 2”) on December 10, 2020 (the “Schedule 13D”). This Amendment No. 2 amends the Schedule 13D as specifically set forth herein.
| Item 2. | Identity and Background. |
(a) This statement is filed on behalf of Ault Global Holdings, Inc., formerly known as DPW Holdings, Inc. (the “Reporting Person” or “AGH”).
| Item 3. | Item 3 Source and Amount of Funds or Other Consideration. |
Item 3 is hereby amended to add the following:
As of January 28, 2021, the Reporting Person had sold 228,967 shares of Common Stock of the Issuer (the “Shares”) at a weighted average price of $10 per share in the open market, for total gross proceeds of $2,290,198 before deducting commissions.
| Item 5. | Interest in Securities of the Issuer. |
The aggregate percentage of Shares reported owned by the Reporting Person herein is based upon 2,312,887 Shares outstanding, which is the total number of Shares outstanding as of November 6, 2020, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2020.
| (a) | As of the close of business on January 27, 2021, the Reporting Person directly beneficially owned no Shares. |
Percentage: 0
| (b) | 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 0 |
| (c) | The Reporting Person has not entered into any transactions in the Shares during the past sixty days other than those disclosed on the original Schedule 13D filed by the Reporting Person on December 10, 2020 and on Amendment No. 1 filed by the reporting Person on January 12, 2021, except for the open market sales conducted by its wholly owned subsidiary Digital Power Lending, LLC set forth below. |
Digital Power Lending, LLC
Since the original Schedule 13D filed by the Reporting Person on December 10, 2020, Digital Power Lending, a wholly owned subsidiary of the Reporting Person, has engaged in the following transactions:
| Date | Transaction | Quantity | Weighted Average Price |
| 1-26-21 | Sale | 12,605 | $8.09 |
| 1-27-21 | Sale | 216,362 | $10.11 |
| (d) | No person other than the Reporting Person is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. |
| (e) | The Reporting Person ceased to be a beneficial owner of five percent (5%) of more of the Shares on January 27, 2021 |
| - 3 - |
CUSIP No. 913821302
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: January 28, 2021
| AULT GLOBAL HOLDINGS, INC. | ||
| By: | /s/ Milton C. Ault III | |
Milton C. Ault III Executive Chairman | ||
| - 4 - |
CUSIP No. 913821302
SCHEDULE A
Directors and Officers of Ault Global Holdings, Inc.
| Name and Position | Principal Occupation | Principal Business Address | Citizenship
|
Milton C. Ault, III Executive Chairman | Executive Chairman of Ault Global Holdings, Inc. | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141
| USA |
William B. Horne Chief Executive Officer and Director | Chief Executive Officer of Ault Global Holdings, Inc. | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141
| USA |
Henry Nisser President, General Counsel and Director | President and General Counsel of Ault Global Holdings, Inc. | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141
| Sweden |
Howard Ash Independent Director | Chairman of Claridge Management | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141
| USA |
Jodi Brichan Independent Director | Independent Consultant | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141
| USA |
Jeffrey A. Bentz Independent Director | President of North Star Terminal & Stevedore Company | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141
| USA |
Robert O. Smith Independent Director | Independent Executive Consultant | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141
| USA |
Moti Rosenberg Independent Director | Independent Consultant | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141
| Israel |
Kenneth Cragun Chief Financial Officer | Chief Financial Officer of Ault Global Holdings, Inc. | c/o Ault Global Holdings, Inc. 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141 | USA |
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