AIR INDUSTRIES GROUP — Earnings Release 2019

Mar 26, 2019

8-K 1 f8k032619_airindustriesgroup.htm CURRENT REPORT

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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):

March 26, 2019

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, Bayshore, NY 11706

(Address of Principal Executive Offices)

360 Motor Parkway, Suite 100, Hauppauge, NY 11788

(Former 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):

☐ 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))

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. ☐

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Item 2.02 Results of Operations and Financial Condition.

On March 26, 2019, Air Industries Group (the “Company”) issued a press release announcing its financial operating results for the year ended December 31, 2018. The press release is annexed as Exhibit 99.1 to this report.

Item 7.01 Regulation FD Disclosure.

As stated in Item 2.02 of this report, on March 26, 2019, the Company issued a press release announcing its financial operating results for the year ended December 31, 2018. The Company will hold a dial-in conference call to discuss the results at 4:30 p.m. Eastern Time on Tuesday, March 26, 2019. The press release is annexed as Exhibit 99.1 to this report. See Exhibit 99.1 for information concerning dial-in access.

The information in this Item 7.01 of 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 us 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.

(c) Exhibits

| Exhibit
No. | Description |
| --- | --- |
| 99.1 | Text of press release issued by Air Industries Group on March 26, 2019 announcing its financial operating results for the year ended December 31, 2018. |

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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: March 26,
2019 | |
| --- | --- |
| By: | /s/ Michael Recca |
| | Michael
Recca Chief Financial Officer |

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