SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
TAGLICH ROBERT

(Last) (First) (Middle)
C/O TAGLICH BROTHERS, INC.
37 MAIN STREET

(Street)
COLD SPRING HARBOR NY 11724

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AIR INDUSTRIES GROUP [ AIRI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/06/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/06/2022 J(1) 18,825 A $0.84 2,347,685 D
Common Stock 239,946 I See Note(2)
Common Stock 44,760 I See Note(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options $0.84 04/06/2022 A 10,000 (4) 04/30/2027 Common Stock 10,000 $0 10,000 D
Stock Options $1.32 12/31/2021 12/31/2027 Common Stock 10,000 10,000 D
Stock Options $2.38 12/31/2020 12/31/2026 Common Stock 10,000 10,000 D
Stock Options $1.28 12/31/2019 12/31/2025 Common Stock 10,000 10,000 D
Stock Options $1.59 12/31/2018 05/31/2023 Common Stock 13,000 13,000 D
Stock Options $1.69 01/02/2018 12/31/2022 Common Stock 3,000 3,000 D
Convertible Notes(5) $1.5 09/30/2018 07/01/2023 Common Stock 507,719(6) $761,579(6) D
Convertible Notes $0.93 01/15/2019 07/01/2023 Common Stock 1,103,225(6) $1,026,000(6) D
Convertible Notes $1.5 09/30/2018 07/01/2023 Common Stock 142,161(6) $213,242(6) I See Note(7)
Convertible Notes $1.5 09/30/2018 07/01/2023 Common Stock 78,111(6) $117,166(6) I See Note(8)
Convertible Notes $0.93 01/15/2019 07/01/2023 Common Stock 30,108(6) $28,000(6) I See Note(9)
Warrants $1.4 10/01/2018 09/30/2023 Common Stock 17,500 17,500 I See Note(10)
Warrants $1.5(11) 05/12/2017 05/12/2022 Common Stock 98,590(12) 98,590(12) D
Warrants $1.5 11/29/2017 11/30/2022 Common Stock 24,000 24,000 D
Explanation of Responses:
1. Shares received in lieu of cash payment of director's fees.
2. Represent shares owned by Taglich Brothers, Inc., of which the Reporting Person is Managing Director.
3. Represents shares acquired for which Mr. Taglich is the custodian for his children under NY UGMA.
4. Vests as to 2,500 shares on April 6, 2022, and an additional 2,500 shares on each of June 30, 2022, September 30, 2022 and December 31, 2022.
5. Represents Issuer's 6% convertible notes received pursuant to amendment to Issuer's 8% convertible notes and includes accrued interest through December 31, 2020.
6. Includes accrued interest on the Notes through December 31, 2020 and the shares that would be issued upon conversion for the interest accrued through December 31, 2020. Does not include shares to be issued upon conversion for interest accrued after December 31, 2020.
7. Represents 6% convertible notes issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, pursuant to amendment to Issuer's 8% convertible notes originally issued in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 8% convertible notes.
8. Represents 6% convertible notes acquired from Taglich Brothers, Inc., of which the Reporting Person is Managing Director, originally issued to Taglich Brothers pursuant to amendment to Issuer's 8% convertible notes originally issued in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 8% convertible notes.
9. Represents 7% convertible notes issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, issued in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 7% convertible notes in January 2019.
10. Represents warrants issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, for acting as placement agent for the sale of Issuer's shares of common stock in October 2018.
11. Exercise price was reduced from $2.49 to $1.50 per share, the public offering price of the Issuer's common stock in the Issuer's public offering which closed on July 12, 2017, pursuant to the terms of the warrant.
12. Includes warrants previously owned by a partnership of which Reporting Person was a General Partner, received upon liquidation at the end of 2018.
/s/ Robert F. Taglich 04/07/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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