UNIVERSAL STAINLESS & ALLOY PRODUCTS INC false 0000931584 0000931584 2021-03-15 2021-03-15 0000931584 us-gaap:CommonStockMember 2021-03-15 2021-03-15 0000931584 us-gaap:PreferredStockMember 2021-03-15 2021-03-15




Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 15, 2021



Universal Stainless & Alloy Products, Inc.

(Exact name of registrant as specified in its charter)




Delaware   001-39467   25-1724540

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)


600 Mayer Street, Bridgeville, Pennsylvania   15017
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: (412) 257-7600



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Exchange Act:


Title of Each Class





Name of Each Exchange

on Which Registered

Common Stock, par value $0.001 per share   USAP   The Nasdaq Stock Market, LLC
Preferred Stock Purchase Rights     The Nasdaq Stock Market, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 15, 2021, Christopher T. Scanlon, Vice President of Finance, Chief Financial Officer and Treasurer of Universal Stainless & Alloy Products, Inc. (the “Company”) and the Company’s principal financial and accounting officer, notified the Company of his intention to resign from his position with the Company to pursue another opportunity. The effective date of Mr. Scanlon’s resignation will be March 19, 2021. The Company has commenced a search for Mr. Scanlon’s replacement.

Dennis M. Oates, the Company’s Chairman, President and Chief Executive Officer, will serve as the Company’s interim principal financial and accounting officer through the conclusion of the search process for a successor to Mr. Scanlon. Biographical information for Mr. Oates is contained in the Company’s proxy statement relating to the Company’s 2020 annual meeting of stockholders that was filed with the Securities and Exchange Commission on March 26, 2020 and is incorporated into this Form 8-K by this reference.


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



/s/ John J. Arminas

  John J. Arminas

Vice President of Administration,

General Counsel and Secretary

Dated: March 19, 2021