AIR INDUSTRIES GROUP

Regulatory Filings • Jun 3, 2024

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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): May 31, 2024

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. ☐

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Item 1.01 Entry Into a Definitive Material Agreement.

On May 31, 2024, we, Air Industries Group, entered into a Waiver and Seventh Amendment to Loan and Security Agreement with Webster Bank (“Seventh Amendment”). In the Seventh Amendment Webster Bank waived the default caused by the failure to achieve the required fixed charge coverage ratio for the fiscal quarter ended March 31, 2024.

In addition to the waiver, the Seventh Amendment provides for an additional advance of one million ($1,000,000) dollars under the Term Loan and a reduction in the amount to be paid monthly to amortize the principal due pursuant to the Term Loan which will reduce the annual rate of amortization by approximately $135,000. The increase in the term loan is offset, in part, by a modification in the availability formula under the revolving credit line. The Seventh Amendment also provides for a reduction in certain financial covenant metrics the Company is required to meet for the balance of calendar 2024 and the first calendar quarter of 2025.

Item 7.01 Regulation FD Disclosure.

On June 3, 2024 Air Industries Group issued a press release announcing that it had reached an agreement with Webster Bank, its primary lender, to amend the Company’s Credit Facility. A copy of the press release is annexed as Exhibit 99.1 to this Report.

The information contained in Item 7.01 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 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.

(d) Exhibits.

Exhibit No.	Description
10.1	Seventh Amendment to Loan and Security Agreement with Webster Bank, National Association
99.1	Press Release issued by Air Industries Group on June 3, 2023
104	Cover Page Interactive Data File (embedded within the
Inline XBRL document)

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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: June 3, 2024

AIR INDUSTRIES GROUP
By:	/s/ Scott
Glassman
	Scott
Glassman Chief
Financial Officer

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