[8-K] Air Industries Group Reports Material Event

Rhea-AI Filing Summary

Air Industries Group (AIRI) announced it will release its financial results for the three and six months ended June 30, 2025, on Thursday, August 14, before the market opens. The company will discuss those results the same day on a conference call at 4:30 PM Eastern Time, with dial-in number 877-524-8416 and a replay available at www.airindustriesgroup.com.

The disclosure is provided as Regulation FD information and is accompanied by a press release filed as Exhibit 99.1 and a Cover Page Interactive Data File as Exhibit 104. The document states the information "shall not be deemed as 'filed'" for purposes of Section 18 of the Exchange Act and is not incorporated by reference into other filings absent specific reference.

Positive

• Scheduled earnings release provides investors clear timing for Q2 2025 results
• Conference call details (4:30 PM ET, dial-in 877-524-8416) offer immediate access for stakeholders
• Replay availability on the company website increases access for investors who cannot join live
• Exhibits filed include the press release (Exhibit 99.1) and an Inline XBRL cover page (Exhibit 104)

Negative

• No financial results or metrics are provided in the filing, so there is no new data to assess performance
• Disclosure is not "filed" under Section 18, limiting its incorporation into other filings and associated liability

Insights

Securities Analyst

TL;DR: Routine earnings-timing disclosure; provides scheduling and access details but contains no financial results to change valuation.

The filing informs investors of the timing and access for AIRI's upcoming second-quarter results and an accompanying conference call. This is a standard Regulation FD disclosure that improves transparency on logistics but contains no operational or financial data. The explicit statement that the release is not "filed" under Section 18 limits potential liability and clarifies its incorporation status for future filings. Overall, the announcement is procedural rather than material to valuation.

Corporate Governance Expert

TL;DR: Corporate disclosure meets Reg FD requirements; legal language limits Section 18 filing liability.

The 8-K provides timely public notice of an earnings release and investor call, meeting Reg FD transparency expectations. Including Exhibit 99.1 and the Inline XBRL cover-page file supports disclosure practices. The company explicitly disclaims Section 18 filing treatment for the release, which is common practice to circumscribe liability and avoid unintended incorporation by reference. No governance changes or executive actions are reported.

false 0001009891 0001009891 2025-08-12 2025-08-12 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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): August 12, 2025

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 August 12, 2025, Air Industries Group (the “Company”) issued a press release announcing that it will release its financial results for the three and six months ended June 30, 2025, on Thursday, August14^th, before the market opens. In the release the Company also announced that it will host a conference call the same day, Thursday, August14^th, at 4:30 PM Eastern Time to discuss its results. The conference call number is 877-524-8416 and the call will be made available for replay at www.airindustriesgroup.com.

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		Text of press release issued August 12, 2025, by Air Industries Group.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

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: August 12, 2025

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

2

FAQ

When will Air Industries Group (AIRI) release Q2 2025 results?

The company will release results for the three and six months ended June 30, 2025, on Thursday, August 14, before the market opens.

What are the conference call details for AIRI's results?

The conference call is scheduled for 4:30 PM Eastern Time on August 14 and the dial-in number is 877-524-8416.

Where can I listen to a replay of the AIRI earnings call?

A replay will be made available at the company's website: www.airindustriesgroup.com.

Does the 8-K include the financial results?

No. The 8-K announces the timing of the results and the call but does not include any financial statements or earnings figures.

What exhibits were furnished with the 8-K?

Exhibit 99.1 is the text of the press release dated August 12, 2025, and Exhibit 104 is the Cover Page Interactive Data File (Inline XBRL).

Is the press release "filed" under Section 18 of the Exchange Act?

No. The document states it shall not be deemed as 'filed' for purposes of Section 18 and is not incorporated by reference into other filings unless explicitly stated.