STOCK TITAN

RSU vesting boosts Air Industries (AIRI) acting CEO share holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Air Industries Group’s Acting CEO and President Scott Glassman reported routine equity compensation activity tied to restricted stock units. On the reported date, he acquired 20,427 shares of common stock through a derivative exercise related to vested RSUs, at a stated price of $0.0000 per share.

To cover tax obligations on this vesting, 8,447 common shares were withheld by Air Industries Group, with no shares sold in the market. Following these transactions, Glassman directly held 32,409 shares of common stock. He also continues to hold stock options covering 2,000, 3,000, 4,100 and 5,000 underlying shares at exercise prices of $12.20, $8.40, $3.43 and $3.50, respectively, along with additional RSU positions of 20,427 and 12,159 underlying shares.

Positive

  • None.

Negative

  • None.
Insider Glassman Scott
Role Acting CEO and President
Type Security Shares Price Value
Exercise Common Stock 20,427 $0.00 --
Tax Withholding Common Stock 8,447 $3.18 $27K
holding Restricted Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Stock Options -- -- --
Holdings After Transaction: Common Stock — 32,409 shares (Direct, null); Restricted Stock Units — 12,159 shares (Direct, null); Stock Options — 5,000 shares (Direct, null)
Footnotes (1)
  1. This award was granted on August 26, 2024. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. 20,427 restricted stock units subject to the award vested on each of April 1, 2025 and April 1, 2026, and 20,427 restricted stock units are scheduled to vest on April 1, 2027, assuming continued employment through the applicable vesting date. Shares withheld by Air Industries Group to satisfy tax withholding requirements on vesting of restricted stock units. No shares were sold. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. The RSUs vested upon grant and shall be settled on the later of: (A) the first anniversary of the Award Date, and (B) the occurrence of a Change in Control, which for purposes of this Award Agreement, must constitute an event described in Treasury Regulation Section 1.409A-3(a)(5); provided, however, that if the event in (B) has not occurred by the date that is the eighteen (18) month anniversary of the Award Date, the vested RSUs shall be settled on the date that is the eighteen (18) month anniversary of the Award Date. Fully vested.
RSU shares acquired 20,427 shares Common stock received via derivative exercise of restricted stock units on April 27, 2026
Shares withheld for taxes 8,447 shares Common shares withheld by Air Industries Group to satisfy tax obligations on RSU vesting
Common shares held after transactions 32,409 shares Direct ownership of Air Industries common stock following April 27, 2026 activity
Stock option strike price $12.20 per share Exercise price for options over 2,000 underlying common shares expiring July 31, 2026
Stock option strike price $8.40 per share Exercise price for options over 3,000 underlying common shares expiring March 31, 2027
Stock option strike prices $3.43 and $3.50 per share Exercise prices for options over 4,100 and 5,000 underlying shares expiring in 2028
Additional RSU positions 20,427 and 12,159 units Restricted stock units outstanding, each representing the right to one common share at settlement
Restricted Stock Units financial
"This award was granted on August 26, 2024. Each restricted stock unit represents the right to receive, at settlement, one share of common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding requirements financial
"Shares withheld by Air Industries Group to satisfy tax withholding requirements on vesting of restricted stock units."
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Change in Control financial
"the occurrence of a Change in Control, which for purposes of this Award Agreement, must constitute an event described in Treasury Regulation Section 1.409A-3(a)(5)"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
Treasury Regulation Section 1.409A-3(a)(5) financial
"must constitute an event described in Treasury Regulation Section 1.409A-3(a)(5)"
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Glassman Scott

(Last)(First)(Middle)
1460 FIFTH AVE

(Street)
BAY SHORE NEW YORK 11706

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
AIR INDUSTRIES GROUP [ AIRI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Acting CEO and President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock04/27/2026M20,427A(1)32,409D
Common Stock(2)04/27/2026F8,447D$3.1823,962D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3) (3) (3)Common Stock12,15912,159D
Restricted Stock Units(1) (1) (1)Common Stock20,42720,427D
Stock Options$3.5 (4)05/31/2028Common Stock5,0005,000D
Stock Options$3.43 (4)06/30/2028Common Stock4,1004,100D
Stock Options$8.4 (4)03/31/2027Common Stock3,0003,000D
Stock Options$12.2 (4)07/31/2026Common Stock2,0002,000D
Explanation of Responses:
1. This award was granted on August 26, 2024. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. 20,427 restricted stock units subject to the award vested on each of April 1, 2025 and April 1, 2026, and 20,427 restricted stock units are scheduled to vest on April 1, 2027, assuming continued employment through the applicable vesting date.
2. Shares withheld by Air Industries Group to satisfy tax withholding requirements on vesting of restricted stock units. No shares were sold.
3. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. The RSUs vested upon grant and shall be settled on the later of: (A) the first anniversary of the Award Date, and (B) the occurrence of a Change in Control, which for purposes of this Award Agreement, must constitute an event described in Treasury Regulation Section 1.409A-3(a)(5); provided, however, that if the event in (B) has not occurred by the date that is the eighteen (18) month anniversary of the Award Date, the vested RSUs shall be settled on the date that is the eighteen (18) month anniversary of the Award Date.
4. Fully vested.
/s/ Scott Glassman04/28/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did AIR INDUSTRIES GROUP (AIRI) report for Scott Glassman?

AIR Industries’ Acting CEO Scott Glassman reported routine equity compensation activity. He acquired 20,427 common shares through a derivative exercise tied to restricted stock units, with part of the vested shares withheld to satisfy tax obligations rather than sold in the open market.

How many AIRI shares did Scott Glassman receive from RSU vesting?

Scott Glassman received 20,427 shares of AIR Industries common stock via a derivative exercise of restricted stock units. This reflects vested RSUs converting into shares, consistent with his compensation terms, rather than an open-market purchase of additional stock by the executive.

How many AIRI shares were withheld for Scott Glassman’s tax obligations?

AIR Industries withheld 8,447 shares of common stock from Scott Glassman to cover tax withholding requirements on vested restricted stock units. According to the disclosure, no shares were sold; the withheld shares were used solely to satisfy tax liabilities arising from the vesting.

What is Scott Glassman’s common stock holding in AIRI after these transactions?

After the reported transactions, Scott Glassman directly held 32,409 shares of AIR Industries common stock. This total reflects RSU-derived shares net of shares withheld for taxes, providing a snapshot of his direct equity exposure following the April 27, 2026 compensation-related activity.

What stock options does Scott Glassman retain in AIR INDUSTRIES GROUP (AIRI)?

Scott Glassman retains stock options over 2,000, 3,000, 4,100 and 5,000 underlying AIR Industries shares. These options have exercise prices of $12.20, $8.40, $3.43 and $3.50, respectively, and expire between July 31, 2026 and June 30, 2028, indicating remaining derivative upside.

How are Scott Glassman’s restricted stock units in AIRI structured and vesting?

One RSU award granted August 26, 2024 vests in three equal tranches of 20,427 units each on April 1, 2025, 2026, and 2027, subject to continued employment. Another RSU grant vested upon award and settles based on specific Change in Control or time-based conditions outlined in its agreement.