Current Report Filing (8-k)
October 26 2017 - 4:47PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event
reported):
October 23, 2017
AIR INDUSTRIES GROUP
___________________
(Exact Name of Registrant as Specified in
its Charter)
Nevada
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001-35927
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80-0948413
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State of
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Commission
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IRS Employer
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Incorporation
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File Number
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I.D. Number
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360 Motor Parkway, Suite 100, Hauppauge,
NY 11788
(Address of Principal Executive Offices)
Registrant's telephone number: (631) 881-4920
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. below):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 Office
On October 23, 2017,
Seymour G. Siegel announced his retirement and resigned as a director of our company and Chairman of the Audit Committee of our
Board of Directors. Mr. Siegel’s resignation was not due to a disagreement with our operations, policies or practices.
On October 23, 2017,
our Board of Directors appointed Michael D. Porcelain a director to fill the vacancy on our Board created by Mr. Siegel’s
resignation. Mr. Porcelain has been appointed Chairman of the Audit Committee and a member of the Compensation Committee and Nominating
Committee of our Board of Directors.
Mr. Porcelain, age
48,
has been Senior Vice President and Chief Financial Officer of Comtech Telecommunications Corp., a publicly
traded company and leading provider of advanced communication solutions for both commercial and government customers worldwide, since
March 2006, and from 2002 to March 2006, he served as Vice President of Finance and Internal Audit of Comtech. From 1998 to
2002, Mr. Porcelain was Director of Corporate Profit and Business Planning for Symbol Technologies, a mobile wireless information
solutions company. Previously, he spent five years in public accounting holding various positions, including Manager in the Transaction
Advisory Services Group of PricewaterhouseCoopers. Since 1998, he has owned and operated The Independent Adviser Corporation, a
privately held company which holds the rights to use certain intellectual properties and trademarks (including various Internet
websites) related to the financial planning and advisory industry. Mr. Porcelain is an Adjunct Professor at St. John’s University
located in New York where he teaches graduate level accounting courses. Mr. Porcelain has a B.S. in Business Economics from
State University of Oneonta, New York, a M.S. in Accounting and an M.B.A. degree from Binghamton University.
Mr. Porcelain has
not been subject to any judgment, order or decree, or a party to any of the legal proceedings, of the type referred to in Item
401(f) of Regulation S-K during the last ten years.
SIGNATURES
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.
Dated: October 26, 2017
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AIR INDUSTRIES GROUP
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By:
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/s/ Michael Recca
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Michael Recca
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Chief Financial Officer
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