Statement of Changes in Beneficial Ownership (4)
May 18 2021 - 5:40PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
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TAGLICH ROBERT |
2. Issuer Name and Ticker or Trading Symbol
AIR INDUSTRIES GROUP
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AIRI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O TAGLICH BROTHERS, INC., 37 MAIN STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/18/2021 |
(Street)
COLD SPRING HARBOR, NY 11724
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 5/18/2021 | | P | | 20000 | A | $1.1304 | 2274539 | D | |
Common Stock | | | | | | | | 239946 | I | See Note (1) |
Common Stock | | | | | | | | 44760 | I | See Note (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 | $1.32 | | | | | | | (3) | 12/31/2027 | Common Stock | 10000 | | 10000 | D | |
Stock Options | $2.38 | | | | | | | 12/31/2020 | 12/31/2026 | Common Stock | 10000 | | 10000 | D | |
Stock Options | $1.28 | | | | | | | 12/31/2019 | 12/31/2025 | Common Stock | 10000 | | 10000 | D | |
Stock Options | $1.59 | | | | | | | 12/31/2018 | 5/31/2023 | Common Stock | 13000 | | 13000 | D | |
Stock Options | $4.64 | | | | | | | 12/31/2017 | 6/1/2021 | Common Stock | 3000 | | 3000 | D | |
Stock Options (right to purchase) | $1.69 | | | | | | | 1/2/2018 | 12/31/2022 | Common Stock | 3000 | | 3000 | D | |
Convertible Notes (4) | $1.5 | | | | | | | 9/30/2018 | 7/1/2023 | Common Stock | 507719 (5) | | $761579 (5) | D | |
Convertible Notes | $0.93 | | | | | | | 1/15/2019 | 7/1/2023 | Common Stock | 1103225 (5) | | $1026000 (5) | D | |
Convertible Notes | $1.5 | | | | | | | 9/30/2018 | 7/1/2023 | Common Stock | 142161 (5) | | $213242 (5) | I | See Note (6) |
Convertible Notes | $1.5 | | | | | | | 9/30/2018 | 7/1/2023 | Common Stock | 78111 (5) | | $117166 (5) | I | See Note (7) |
Convertible Notes | $0.93 | | | | | | | 1/15/2019 | 7/1/2023 | Common Stock | 30108 (5) | | $28000 (5) | I | See Note (8) |
Warrants | $1.4 | | | | | | | 10/1/2018 | 9/30/2023 | Common Stock | 17500 | | 17500 | I | See Note (9) |
Warrants | $5 | | | | | | | 8/19/2016 | 7/31/2021 | Common Stock | 8307 | | 8307 | D | |
Warrants (10) | $6.15 | | | | | | | 11/27/2016 | 5/26/2021 | Common Stock | 13500 | | 13500 | D | |
Warrants (10) | $6.15 | | | | | | | 9/1/2016 | 7/31/2021 | Common Stock | 15925 | | 15925 | D | |
Warrants | $3 | | | | | | | 11/23/2016 | 11/30/2021 | Common Stock | 8889 | | 8889 | D | |
Explanation of Responses: |
(1) | Represent shares owned by Taglich Brothers, Inc., of which the Reporting Person is Managing Director. |
(2) | Represents shares acquired for which Mr. Taglich is the custodian for his children under NY UGMA. |
(3) | Vests as to 2,500 shares on March 31, 2021, an additional 2,500 shares on each of June 30, 2021, September 30, 2021 and December 31, 2021. |
(4) | Represents Issuer's 6% convertible notes received pursuant to amendment to Issuer's 8% convertible notes and includes accrued interest through December 31, 2020. |
(5) | 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. |
(6) | 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. |
(7) | 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. |
(8) | 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. |
(9) | 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. |
(10) | Assignment of a portion of Placement Agent Warrants originally issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
TAGLICH ROBERT C/O TAGLICH BROTHERS, INC. 37 MAIN STREET COLD SPRING HARBOR, NY 11724 | X | X |
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Signatures
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/s/ Robert F. Taglich | | 5/18/2021 |
**Signature of Reporting Person | Date |
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