FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 09/22/2008 |
3. Issuer Name and Ticker or Trading Symbol
AIR INDUSTRIES GROUP, INC. [ OTCBB:AIRI ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 200,000 | I(1) | See Note(1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B Convertible Preferred Stock | (2) | (2) | Common Stock | 27,735 | 0.305 | D(2) | |
Series B Convertible Preferred Stock | (3) | (3) | Common Stock | 5,546 | 0.305 | I(3) | See Note(3) |
Series B Convertible Preferred Stock | (4) | (4) | Common Stock | 8,000 | 0.305 | D(4) | |
Placement Agent Warrants | 04/13/2007 | 04/12/2012 | Common Stock | 693,674 | 0.305 | D(5) |
Explanation of Responses: |
1. Received by Taglich Brothers, Inc. for acting as placement agent for Issuer's offering of junior subordinated notes in September and October 2008. |
2. Acquired by Reporting Person during Issuer's April 2007 offering of Series B Convertible preferred stock. Convertible to 1,008,178 shares of Issuer's Common Stock. Reporting Person is Chairman and President of Taglich Brothers, Inc. |
3. Owned by Tag/Kent Partners, of which Reporting Person is a General Partner. |
4. Reporting Person's portion of 32,000 such shares received in connection with Taglich Brothers, Inc. purchase in September 2008 of Issuer's junior subordinated notes. Convertible to 290,803 shares of Issuer's Common Stock. |
5. Reporting Person's portion of a total 2,900,574 Placement Agent Warrants received by Taglich Brothers, Inc., which acted as placement agent for the sale of Issuer's series B convertible preferred stock in April and May of 2007. |
/s/ Michael N. Taglich | 10/14/2008 | |
** 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 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |