Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On July 15, 2014
, Universal Security Instruments, Inc.
(the "Company") received
a letter from NYSE MKT LLC
(the "Exchange") stating that the Exchange has
determined that the Company is not in compliance with Sections 134 and 1101 of
the Exchange's Company Guide (the "Company Guide") due to the Company's failure
to timely file its Annual Report on Form 10-K for the year ended March 31, 2014
with the Securities and Exchange Commission
(the "SEC"). The letter also states
that the Company's failure to timely file such Annual Report on Form 10-K is a
material violation of its listing agreement with the Exchange and, therefore,
pursuant to Section 1003(d) of the Company Guide, the Exchange is authorized to
suspend and, unless prompt corrective action is taken, remove the Company's
securities from the Exchange.
The Exchange has informed the Company that, in order to maintain its listing on
the Exchange, the Company must, by July 29, 2014
, submit a plan of compliance
(the "Plan") addressing how it intends to regain compliance with Sections 134
and 1101 of the Company Guide by October 13, 2014
(the "Plan Period"). If the
Company's Plan is accepted by the Exchange, then the Company will be able to
continue its listing during the Plan Period, during which time the Company will
be subject to periodic review to determine whether it is making progress
consistent with the Plan. If the Company does not submit a Plan, or if the
Company's Plan is not accepted by the Exchange, then the Company will be subject
to delisting proceedings. Furthermore, if the Plan is accepted by the Exchange,
but the Company is not in compliance with the continued listing standards of the
Company Guide by October 13, 2014
, or if the Company does not make progress
consistent with the Plan during the Plan Period, then the Exchange staff will
initiate delisting proceedings as appropriate. The Company is working diligently
to submit the Plan by July 29, 2014
, and file the late Annual Report on Form
10-K by July 31, 2014
, and to regain compliance with the Company Guide.
On July 18, 2014
, the Company issued a press release announcing its receipt of
the letter from the Exchange. A copy of the press release is included as Exhibit
99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
The following exhibits are filed herewith:
99.1 Press Release dated July 18, 2014
- 2 -