| Item 1. | |
| (a) | Name of issuer:
UNIVERSAL STAINLESS & ALLOY PRODUCTS INC |
| (b) | Address of issuer's principal executive
offices:
600 MAYER ST, BRIDGEVILLE, PENNSYLVANIA, 15017. |
| Item 2. | |
| (a) | Name of person filing:
Minerva Advisors LLC
Minerva Group, LP
Minerva GP, LP
Minerva GP, Inc.
David P. Cohen |
| (b) | Address or principal business office or, if
none, residence:
50 Monument Road, Suite 201
Bala Cynwyd, PA 19004 |
| (c) | Citizenship:
David P. Cohen is a U.S. Citizen.
Minerva Advisors LLC, Minerva Group, LP, and Minerva GP, LP are organized under Delaware law.
Minerva GP, Inc. is organized under Pennsylvania law. |
| (d) | Title of class of securities:
Common Stock, Par Value $.001 |
| (e) | CUSIP No.:
913837100 |
| Item 3. | If this statement is filed pursuant to §§
240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
| (b) | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
| (c) | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
| (d) | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
| (e) | An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
| (f) | An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
| (g) | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
| (h) | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813); |
| (i) | A
church plan that is excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
| (j) | A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please
specify the type of institution: |
| (k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). |
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
Minerva Advisors LLC* - 391,487
Minerva Group, LP - 290,258
Minerva GP, LP* - 290,258
Minerva GP, Inc.* - 290,258
David P. Cohen* - 391,487
*Each of these reporting persons is deemed a beneficial owner of the 290,258 shares of the Issuer
held by Minerva Group, LP. David P. Cohen is also deemed a beneficial owner of the 391,487 shares of the Issuer beneficially owned by Minerva Advisors LLC. |
| (b) | Percent of class:
Minerva Advisors LLC* - 4.2%
Minerva Group, LP - 3.1%
Minerva GP, LP* - 3.1%
Minerva GP, Inc.* - 3.1%
David P. Cohen* - 4.2%
*Each of these reporting persons is deemed a beneficial owner of the 3.1% of the shares of the
Issuer held by Minerva Group, LP. David P. Cohen is also deemed a beneficial owner of the 4.2% of the shares of the Issuer beneficially owned by Minerva Advisors LLC.
Based on a total of 9,310,069 shares of the Issuer's Common Stock outstanding as of October 21, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q for the period ended September 30, 2024. % |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
Minerva Advisors LLC* - 290,258
Minerva Group, LP - 290,258
Minerva GP, LP* - 290,258
Minerva GP, Inc.* - 290,258
David P. Cohen* - 290,258
*Each of these reporting persons is deemed a beneficial owner of the 290,258 shares of the Issuer held by Minerva Group, LP.
|
| | (ii) Shared power to vote or to direct the
vote:
Minerva Advisors LLC - 101,229
David P. Cohen** - 101,229
**David P. Cohen is deemed a beneficial owner of the 101,229 shares of the Issuer beneficially owned by Minerva Advisors LLC.
|
| | (iii) Sole power to dispose or to direct the
disposition of:
Minerva Advisors LLC* - 290,258
Minerva Group, LP - 290,258
Minerva GP, LP* - 290,258
Minerva GP, Inc.* - 290,258
David P. Cohen* - 290,258
*Each of these reporting persons is deemed a beneficial owner of the 290,258 shares of the Issuer held by Minerva Group, LP.
|
| | (iv) Shared power to dispose or to direct the
disposition of:
Minerva Advisors LLC - 101,229
David P. Cohen** - 101,229
**David P. Cohen is deemed a beneficial owner of the 101,229 shares of the Issuer beneficially owned by Minerva Advisors LLC.
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | 
Ownership of 5 percent or less of a class |
| Item 6. | Ownership of more than 5 Percent on Behalf of
Another Person. |
| |
Not Applicable
|
| Item 7. | Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or
Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members
of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|
