AIRI Air Industries Group

 

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): July 12, 2023

 

AIR INDUSTRIES GROUP

(Exact Name of Registrant as Specified in its Charter)

 

Nevada		001-35927		80-0948413
State of Incorporation		Commission File Number		IRS Employer I.D. Number

 

1460 Fifth Avenue, Bay Shore, New York 11706

(Address of Principal Executive Offices)

 

Registrant’s telephone number: (631) 968-5000

 

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):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001		AIRI		NYSE American

 

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 7.01 Regulation FD Disclosure

 

On July 12, 2023, Air Industries Group issued a press release announcing that Peter Rettaliata had been appointed Chairman of its Board of Directors. Mr. Rettaliata succeeds Michael Taglich as Chairman. Mr. Taglich will remain on the Company’s Board of Directors.

 

Mr. Rettaliata is currently a Director of Air Industries and was formerly the Company’s Chief Executive Officer.

 

The Company also confirmed that it would hold a conference call today at 4:15 Eastern Time to review the Company’s results for the first quarter of 2023. The toll-free conference number for the call is:

 

Investor Conference Call Toll-Free Number 877-524-8416

 

The information in this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed as “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such Section, nor shall it be deemed incorporated by reference in any filing by Air Industries under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.		Description
99.1		Press release dated July 12, 2023.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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: July 12, 2023

 

	AIR INDUSTRIES GROUP
	By:	/s/ Michael Recca
		Michael Recca

 

 

2

Exhibit 99.1

 

 

July 12, 2023 – 08:30 AM Eastern Time

 

Air Industries Group Announces the Appointment of Peter Rettaliata as Chairman of the Board

 

Bay Shore, N.Y.--(BUSINESS WIRE)--Air Industries Group (the Company) (NYSE American: AIRI), an integrated Tier 1 manufacturer of precision assemblies and components for mission-critical aerospace and defense applications, and a prime contractor to the U.S. Department of Defense, today announced that it has appointed Peter Rettaliata Chairman of the Company’s Board of Directors. As Chairman, he succeeds Michael Taglich, who will remain on the Board of Directors.

 

Mr. Rettaliata is currently a director of Air Industries and was formerly the Company’s Chief Executive Officer.

 

He has spent 50 years in the aerospace industry and has served as an executive and director of Air Industries for nearly three decades. For 20 years, from 1994 to December 2014, he was President and Chief Executive Officer of the Company and returned to that position on an acting basis from March to November 2017. Prior to joining Air Industries, Mr. Rettaliata was a senior executive of the Grumman Aerospace Corporation for 22 years.

 

Mr. Rettaliata also has served in a number of industry leadership roles, including Chairman of ADDAPT, an organization of regional aerospace companies; a member of the Board of Governors of the Aerospace Industries Association (AIA); and a member of the Executive Committee of the AIA Supplier Council. Mr. Rettaliata is a graduate of Niagara University, where he received a B.A. in History, and Harvard Business School, where he completed the PMD Program.

 

Michael Taglich commented, “Pete Rettaliata is well known and highly respected in the aerospace industry. His experience as a high-level executive with a prime contractor, and as a supplier to top-tier customers, provides a unique perspective on our industry. In his new role as Chairman, he will be a valuable resource to Lou Melluzzo, our CEO, as he pursues and executes exciting new growth initiatives.”

 

REMINDER: Investor Conference Call

 

Management will host a conference call to review the Company’s results for the first quarter of 2023 on Wednesday, July 12, 2023 at 4:15 PM Eastern Time

 

Conference Call Toll-Free Number 877-524-8416

 

 

ABOUT AIR INDUSTRIES GROUP

 

Air Industries Group (NYSE American: AIRI) is an integrated manufacturer of precision assemblies and components for leading aerospace and defense prime contractors and original equipment manufacturers. The Company is a Tier 1 supplier to aircraft Original Equipment Manufacturers, a Tier 2 subcontractor to major Tier 1 manufacturers, and a Prime Contractor to the U.S. Department of Defense, and is highly regarded for its expertise in designing and manufacturing parts and assemblies that are vital for flight safety and performance.

 

Additional information about the Company can be found in its filings with the SEC.

 

Forward Looking Statements

 

Certain matters discussed in this press release are ‘forward-looking statements’ intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. In particular, the Company’s statements regarding trends in the marketplace, future revenues, earnings and Adjusted EBITDA, the ability to realize firm backlog and projected backlog, cost cutting measures, potential future results and acquisitions, are examples of such forward-looking statements. The forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the timing of projects due to variability in size, scope and duration, the inherent discrepancy in actual results from estimates, projections and forecasts made by management, regulatory delays, changes in government funding and budgets, and other factors, including general economic conditions, not within the Company’s control. The factors discussed herein and expressed from time to time in the Company’s filings with the Securities and Exchange Commission could cause actual results and developments to be materially different from those expressed in or implied by such statements. The forward-looking statements are made only as of the date of this press release and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

 

Contact Information

 

Air Industries Group

Investor Relations

631.328.7078

ir@airindustriesgroup.com

 

 

 

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Cover	Jul. 12, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 12, 2023
Entity File Number	001-35927
Entity Registrant Name	AIR INDUSTRIES GROUP
Entity Central Index Key	0001009891
Entity Tax Identification Number	80-0948413
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	1460 Fifth Avenue
Entity Address, City or Town	Bay Shore
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	11706
City Area Code	631
Local Phone Number	968-5000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.001
Trading Symbol	AIRI
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false

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