[8-K] AIR INDUSTRIES GROUP Reports Material Event
Rhea-AI Filing Summary
Air Industries Group reported preliminary unaudited results for the year ended December 31, 2025, showing a net loss of $(1,305,000) but positive Adjusted EBITDA of $4,347,000. Adjusted EBITDA is calculated by adding back interest expense, non-cash charges, and stock compensation to net income.
For 2025, the company added interest expense of $1,841,000, stock compensation expense of $1,047,000, depreciation of $2,696,000, and amortization of $68,000 to reconcile to Adjusted EBITDA. These figures are preliminary and unaudited, and the company plans to file its full Form 10-K after completing its regular year-end audit.
Positive
- None.
Negative
- None.
8-K Event Classification
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Item 2.02 Results of Operation and Financial Condition.
On February 17, 2026, Air Industries Group (the “Company”) issued a press release reporting its preliminary unaudited financial results for the year ended December 31, 2025.
The information furnished 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 February 17, 2026, 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: February 17, 2026
| AIR INDUSTRIES GROUP | ||
| By: | /s/ Scott Glassman | |
| Scott Glassman Chief Financial Officer | ||
2
Exhibit 99.1
February 17, 2026 7:00 AM Eastern Standard Time
Air Industries Group Announces Preliminary Unaudited Results for 2025
BAY SHORE, N.Y.-- (BUSINESS WIRE) -- Air Industries Group (NYSE American: AIRI), a leading manufacturer of precision components and assemblies for large aerospace and defense prime contractors, today announced preliminary unaudited results for the year ended December 31, 2025.
| ● | Consolidated sales were approximately $47.9 million |
| ● | Gross profit of $8.1 million or approximately 17.1% |
| ● | Loss from operations of approximately $334,000 |
| ● | Net loss of approximately $1.3 million |
| ● | Adjusted EBITDA (as calculated below) of approximately $4.3 million |
Reconciliation of Adjusted EBITDA to GAAP
PRELIMINARY AND UNAUDITED
| For the Year Ended December 31, 2025 | ||||
| Net (Loss) | $ | (1,305,000 | ) | |
| Interest Expense | 1,841,000 | |||
| Taxes | - | |||
| Stock Compensation Expense | 1,047,000 | |||
| Depreciation | 2,696,000 | |||
| Amortization | 68,000 | |||
| Adjusted EBITDA | $ | 4,347,000 | ||
The Company intends to file its Annual Report on Form 10-K with the Securities and Exchange Commission promptly following completion of its regular year-end audit.
ABOUT AIR INDUSTRIES GROUP
Air Industries Group is a leading manufacturer of precision components and assemblies for large aerospace and defense prime contractors. Its products include landing gears, flight controls, engine mounts and components for aircraft jet engines, ground turbines and other complex machines. Whether it is a small individual component or complete assembly, its high quality and extremely reliable products are used in mission critical operations that are essential for the safety of military personnel and civilians.
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.
NON-GAAP FINANCIAL MEASURES
The Company uses Adjusted EBITDA, a Non-GAAP financial measure as defined by the SEC, as a supplemental profitability measure because management finds it useful to understand and evaluate results, excluding the impact of non-cash depreciation and amortization charges, stock based compensation expenses, and nonrecurring expenses and outlays, prior to consideration of the impact of other potential sources and uses of cash, such as working capital items. This calculation may differ in method of calculation from similarly titled measures used by other companies and may be different than the EBITDA calculation used by our lenders for purposes of determining compliance with our financial covenants. This Non-GAAP measure may have limitations when understanding performance as it excludes the financial impact of transactions such as interest expense necessary to conduct the Company’s business and therefore are not intended to be an alternative to financial measure prepared in accordance with GAAP. The Company has not quantitatively reconciled its forward looking Adjusted EBITDA target to the most directly comparable GAAP measure because items such as amortization of stock-based compensation and interest expense, which are specific items that impact these measures, have not yet occurred, are out of the Company’s control, or cannot be predicted. For example, quantification of stock-based compensation is not possible as it requires inputs such as future grants and stock prices which are not currently ascertainable.
Anyone wishing to contact us or send a message can do so by visiting: www.airindustriesgroup.com/contact-us/
Contact
Air Industries Group
Chief Financial Officer
scott.glassman@airindustriesgroup.com