Material Agreement Form 8 K

As previously reported, on October 29, 2024, Universal Security Instruments, Inc., a Maryland corporation ("USI"), entered into an Asset Purchase Agreement (the "Purchase Agreement") by and among USI, a wholly owned subsidiary of USI and Feit Electric Company, Inc., a California corporation. On November 18, 2024, Harvey B. Grossblatt, President and Chief Executive Officer of USI and USI entered into a letter agreement (the "Letter Agreement") pursuant to which Mr. Grossblatt waived certain "change of control" payments to which he would be entitled pursuant to the terms of the Second Amended and Restated Employment Agreement dated as of July 18, 2005 by and between Mr. Grossblatt and USI. The waiver set forth in the Letter Agreement is only effective with respect to a "change of control" which would occur as a result of the transaction with Feit Electric pursuant to the terms of the Purchase Agreement.