Taglich Robert Form 4 AIR INDUSTRIES / ROBERT TAGLICH ownership change

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

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)
10/01/2021

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/01/2021		J⁽¹⁾		14,779	A	$1.07	2,311,482	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options	$1.32							⁽⁴⁾	12/31/2027	Common Stock	10,000		10,000	D
Stock Options	$2.38							12/31/2020	12/31/2026	Common Stock	10,000		10,000	D
Stock Options	$1.28							12/31/2019	12/31/2025	Common Stock	10,000		10,000	D
Stock Options	$1.59							12/31/2018	05/31/2023	Common Stock	13,000		13,000	D
Stock Options (right to purchase)	$1.69							01/02/2018	12/31/2022	Common Stock	3,000		3,000	D
Convertible Notes⁽⁵⁾	$1.5							09/30/2018	07/01/2023	Common Stock	507,719⁽⁶⁾		$761,579⁽⁶⁾	D
Convertible Notes	$0.93							01/15/2019	07/01/2023	Common Stock	1,103,225⁽⁶⁾		$1,026,000⁽⁶⁾	D
Convertible Notes	$1.5							09/30/2018	07/01/2023	Common Stock	142,161⁽⁶⁾		$213,242⁽⁶⁾	I	See Note⁽⁷⁾
Convertible Notes	$1.5							09/30/2018	07/01/2023	Common Stock	78,111⁽⁶⁾		$117,166⁽⁶⁾	I	See Note⁽⁸⁾
Convertible Notes	$0.93							01/15/2019	07/01/2023	Common Stock	30,108⁽⁶⁾		$28,000⁽⁶⁾	I	See Note⁽⁹⁾
Warrants	$1.4							10/01/2018	09/30/2023	Common Stock	17,500		17,500	I	See Note⁽¹⁰⁾
Warrants	$3							11/23/2016	11/30/2021	Common Stock	8,889		8,889	D
Warrants	$3							12/22/2016	11/30/2021	Common Stock	15,029		23,918	D
Warrants	$3.71							02/07/2017	01/31/2022	Common Stock	19,230		19,230	D
Warrants	$3.3							03/08/2017	01/31/2022	Common Stock	7,692		7,692	D
Warrants⁽¹¹⁾	$3							11/22/2016	11/30/2021	Common Stock	15,344		39,262	D
Warrants⁽¹¹⁾	$3							12/22/2016	11/30/2021	Common Stock	12,540		51,802	D
Warrants⁽¹¹⁾	$4.45							02/17/2017	01/31/2022	Common Stock	7,500		7,500	D
Warrants⁽¹¹⁾	$3.3							03/08/2017	01/31/2022	Common Stock	4,374		12,542	D
Warrants⁽¹¹⁾	$3.78							03/15/2017	01/31/2022	Common Stock	4,306		4,306	D
Warrants⁽¹¹⁾	$4							03/21/2017	01/31/2022	Common Stock	869		869	D
Warrants	$1.5⁽¹²⁾							05/12/2017	05/12/2022	Common Stock	98,590⁽¹³⁾		98,590⁽¹³⁾	D
Warrants	$1.5							11/29/2017	11/30/2022	Common Stock	24,000		24,000	D
Warrants	$3.3							03/08/2017	01/31/2022	Common Stock	3,416		3,416	I	See Note⁽¹⁴⁾
Warrants	$3.78							03/15/2017	01/31/2022	Common Stock	3,354		3,354	I	See Note⁽¹⁴⁾
Warrants	$4							03/21/2017	01/31/2022	Common Stock	615		615	I	See Note⁽¹⁴⁾

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, 2021, an additional 2,500 shares on each of June 30, 2021, September 30, 2021 and December 31, 2021.

5. Represents Issuer's 6% convertible notes received pursuant to amendment to Issuer's 8% convertible notes and includes accrued interest through December 31, 2020.

6. 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.

7. 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.

8. 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.

9. 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.

10. 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.

11. Assignment of a portion of Placement Agent Warrants originally issued to Taglich Brothers, Inc., of which the Reporting Person is Managing Director.

12. Exercise price was reduced from $2.49 to $1.50 per share, the public offering price of the Issuer's common stock in the Issuer's public offering which closed on July 12, 2017, pursuant to the terms of the warrant.

13. Includes warrants previously owned by a partnership of which Reporting Person was a General Partner, received upon liquidation at the end of 2018.

14. Represents warrants received by Taglich Brothers, Inc., of which the Reporting Person is Managing Director, which acted as placement agent for the sale of Issuer's 8% convertible notes, in lieu of cash payment of commissions.

	/s/ Robert F. Taglich	10/04/2021
	** 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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Taglich Robert Form 4AIR INDUSTRIES / ROBERT TAGLICH ownership change