Unassociated Document
 
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):
September 15, 2016
 
AIR INDUSTRIES GROUP
___________________
 
(Exact Name of Registrant as Specified in its Charter)
 
Nevada
001-35927
80-0948413
State of
Commission
IRS Employer
Incorporation
File Number
I.D. Number
 
360 Motor Parkway, Suite 100, Hauppauge, NY 11788
(Address of Principal Executive Offices)
 
Registrant's telephone number: (631) 881-4920
 
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):
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17   CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
Item 3.02 Sale of Unregistered Equity Securities.
 
On September 15, 2016, Air Industries Group issued a total of 32,297 shares (“PIK Shares”) of its Series A Convertible Preferred Stock (“Series A Preferred Stock”) in lieu of payment of cash dividends on the 700,000 shares of Series A Preferred Stock sold in its private placement of Series A Preferred Stock completed in June 2016 for the dividend period ended September 15, 2016. The issuance of the PIK Shares was exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D promulgated thereunder. The certificates evidencing the PIK Shares are endorsed with the customary Securities Act restrictive legend.
 
 
 

 
 
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: September 16, 2016
 
 
AIR INDUSTRIES GROUP
 
       
 
By:
/s/ Daniel R. Godin
 
   
Daniel R. Godin
 
   
President and Chief Executive Officer