SEC FORM 4 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)
10/05/2020
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 10/05/2020 J(1) 13,872 A $1.14 2,230,305 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 $2.38 03/31/2020(4) 12/31/2026 Common Stock 10,000 10,000 D
Stock Options $1.28 (5) 12/31/2025 Common Stock 10,000 10,000 D
Stock Options $1.59 (6) 05/31/2023 Common Stock 13,000 13,000 D
Stock Options $4.64 (7) 06/01/2021 Common Stock 3,000 3,000 D
Stock Options (right to purchase) $1.69 01/02/2018 12/31/2022 Common Stock 3,000 3,000 D
Convertible Notes(8) $1.5 09/30/2018 12/31/2020 Common Stock 433,333(9) $650,000 D
Convertible Notes $0.93 01/15/2019 12/31/2020 Common Stock 1,075,268(9) $1,000,000 D
Convertible Notes $1.5 09/30/2018 12/31/2020 Common Stock 254,666(9) $382,000 I See Note(10)
Convertible Notes $0.93 01/15/2019 12/31/2020 Common Stock 86,021(9) $80,000 I See Note(11)
Warrants $1.4 10/01/2018 09/30/2023 Common Stock 17,500 17,500 I See Note(12)
Warrants $5 08/19/2016 07/31/2021 Common Stock 8,307 8,307 D
Warrants(13) $6.15 11/27/2016 05/26/2021 Common Stock 13,500 13,500 D
Warrants(13) $6.15 09/01/2016 07/31/2021 Common Stock 15,925 15,925 D
Warrants $3 11/23/2016 11/30/2021 Common Stock 8,889 8,889 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 March 31, 2020, and an additional 2,500 shares on each of June 30, 2020, September 30, 2020 and December 31, 2020.
5. Fully vested as of 12/31/2019.
6. Fully vested as of 12/31/2018.
7. Fully vested as of 01/01/2016.
8. Represents Issuer's 6% convertible notes received pursuant to amendment to Issuer's 8% convertible notes.
9. Does not include shares issued upon conversion for accrued interest on the Notes.
10. 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.
11. 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.
12. 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.
13. Assignment of a portion of Placement Agent Warrants originally issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director.
/s/ Robert F. Taglich 10/06/2020
** 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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