SEC Form 4 · accession 0001193805-18-000742

AIR INDUSTRIES GROUP · AIRI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Robert Taglich

Director · 10% Owner

Period of report

May 21, 2018

Accepted (ET)

May 22, 2018 · 5:00 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001009891

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	May 21, 2018	P	17,857	$1.68	A	1,917,106	D
Common Stock^F1	Oct 3, 2017	C	44,760	$1.50	A	44,760	I	See Note
Common Stock^F2	Oct 3, 2017	C	137,186	$1.50	A	149,932	I	See Note
Common Stock^F3	holding	—	—		—	17,990	I	See Note

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Options^F4	$1.59	May 14, 2018	A	13,000	A	May 14, 2018	May 31, 2023	Common Stock	13,000	13,000	D
Stock Options	$7.86	Sep 30, 2013	A	750	A	Sep 30, 2013	Sep 30, 2018	Common Stock	750	750	D
Stock Options	$8.98	Dec 31, 2013	A	750	A	Dec 31, 2013	Dec 31, 2018	Common Stock	750	750	D
Stock Options	$9.38	Mar 31, 2014	A	750	A	Mar 31, 2014	Mar 31, 2019	Common Stock	750	750	D
Stock Options	$11.73	May 16, 2014	A	750	A	May 16, 2014	May 15, 2019	Common Stock	750	750	D
Stock Options	$9.24	Aug 21, 2014	A	750	A	Aug 21, 2014	Aug 20, 2019	Common Stock	750	750	D
Stock Options	$10.26	Nov 24, 2014	A	1,750	A	Nov 24, 2014	Nov 23, 2019	Common Stock	1,750	1,750	D
Stock Options^F5	$10.05	Apr 6, 2015	A	3,000	A	—	Apr 5, 2020	Common Stock	3,000	3,000	D
Stock Options^F6	$4.64	Jun 2, 2016	A	3,000	A	—	Jun 1, 2021	Common Stock	3,000	3,000	D
Stock Options (right to purchase)	$1.69	Jan 2, 2018	A	3,000	A	Jan 2, 2018	Dec 31, 2022	Common Stock	3,000	3,000	D
Convertible Notes	$2.25	Feb 28, 2017	J	—	A	Nov 23, 2016	Nov 30, 2018	Common Stock	955	—	D
Convertible Notes	$2.63	Feb 28, 2017	J	—	A	Dec 22, 2016	Nov 30, 2018	Common Stock	1,725	—	D
Convertible Notes	$3.71	Feb 7, 2017	P	—	A	Feb 7, 2017	Jan 31, 2019	Common Stock	67,386	—	D
Convertible Notes	$3.30	Mar 8, 2017	P	—	A	Mar 8, 2017	Jan 31, 2019	Common Stock	30,303	—	D
Convertible Notes^F8	$2.25	Nov 23, 2016	J	—	A	Nov 23, 2016	Nov 30, 2018	Common Stock	49,778	—	I
Convertible Notes^F9	$2.63	Dec 22, 2016	J	—	A	Dec 22, 2016	Nov 30, 2018	Common Stock	35,742	—	I
Convertible Notes^F11,F10	—	Feb 28, 2017	J	—	A	Nov 23, 2016	Nov 30, 2018	Common Stock	1,880	—	I
Convertible Notes^F12	$3.71	Feb 7, 2017	J	—	A	Feb 7, 2017	Jan 31, 2019	Common Stock	5,391	—	I
Convertible Notes^F13	$3.25	Feb 17, 2017	J	—	A	Feb 17, 2017	Jan 31, 2019	Common Stock	18,462	—	I
Convertible Notes^F14	$3.30	Mar 8, 2017	J	—	A	Mar 8, 2017	Jan 31, 2019	Common Stock	13,455	—	I
Convertible Notes^F15	$3.78	Mar 15, 2017	J	—	A	Mar 15, 2017	Jan 31, 2019	Common Stock	11,535	—	I
Convertible Notes^F16	$4.00	Mar 22, 2017	J	—	A	Mar 22, 2017	Jan 31, 2019	Common Stock	2,000	—	I
Warrants	$5.00	Aug 19, 2016	P	8,307	A	Aug 19, 2016	Jul 31, 2021	Common Stock	8,307	8,307	D
Warrants	$6.15	Oct 13, 2016	J	13,500	A	Nov 27, 2016	May 26, 2021	Common Stock	13,500	13,500	D
Warrants	$6.15	Oct 13, 2016	J	15,925	A	Sep 1, 2016	Jul 31, 2021	Common Stock	15,925	15,925	D
Warrants	$3.00	Nov 23, 2016	P	8,889	A	Nov 23, 2016	Nov 30, 2021	Common Stock	8,889	8,889	D

Explanation of responses

F1Represent shares acquired upon conversion of Series A Preferred Stock for which Mr. Taglich is the custodian for his children under NY UGMA.
F10Conversion price is $2.25 per share as to $2,406 principal amount of 2018 Notes and $2.63 per share as $2,132 principal amount of 2018 Notes issued in lieu of cash payment of accrued interest on the 2018 Notes issued in November and December 2016, respectively.
F11Represents 2018 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, in lieu of cash payment of accrued interest on the 2018 Notes.
F12Represents Issuer's 8% Subordinated Convertible Notes due January 31, 2019 (the "2019 Notes") issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on February 7, 2017.
F13Represents Issuer's 2019 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on February 17, 2017.
F14Represents Issuer's 2019 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on March 8, 2017.
F15Represents Issuer's 2019 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on March 15, 2017.
F16Represents Issuer's 2019 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on March 21, 2017.
F17Assignment of a portion of Placement Agent Warrants originally issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director.
F2Owned by Tag/Kent Partners, of which Reporting Person is a General Partner, and includes 137,186 shares received upon conversion of notes issued in May 2017.
F3Represents shares owned by Taglich Brothers, Inc., of which the Reporting Person is Managing Director.
F4Vests as to 5,500 shares on May 14, 2018 and in increments of 2,500 additional shares on each of June 30, September 30, 2018 and December 31, 2018.
F5Fully vested as of 11/01/2016.
F6Fully vested as of 01/01/2016.
F7Represents convertible notes received in lieu of cash payment of accrued interest on February 28, 2017.
F8Represents Issuer's 8% Subordinated Convertible Notes due November 30, 2018 (the "2018 Notes") issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2018 Notes in November 2016.
F9Represents 2018 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2018 Notes in December 2016.