TAGLICH MICHAEL N 4

4 · AIR INDUSTRIES GROUP · Filed Feb 17, 2026

AI-generated summary of this filing

Updated Feb 17, 2026

AIRI 10% Owner Michael Taglich Receives RSU Award (12,159)

What Happened

Michael N. Taglich, listed as a 10% owner of Air Industries Group (AIRI), was granted 12,159 restricted stock units (RSUs) on 2026-02-12. The award is recorded as a derivative acquisition at $0.00 consideration — i.e., compensation, not an open-market purchase.
Each RSU represents the right to receive one share at settlement. The RSUs vested upon grant per the filing, but settlement into actual shares is deferred and governed by the award agreement (see footnotes).

Key Details

Transaction date: February 12, 2026. Form 4 filed: February 17, 2026 (timely; filing was within the required 2 business days given the Presidents’ Day holiday).
Instrument: 12,159 RSUs (derivative award), price $0.00, transaction code A (award/grant).
Shares owned after transaction: Not specified in this filing.
Settlement/vesting notes from filing:
- F1: Each RSU converts to one share at settlement. RSUs vested on grant but will be settled on the later of (A) the first anniversary of the award date or (B) occurrence of a “change in control”; if no change in control by 18 months, vested RSUs will be settled at the 18‑month anniversary.
- F2: The filing also lists a vesting allocation of 5,000 shares on 12/31/2025, 2,500 on 02/28/2026 and 2,500 on 05/31/2026 (as described in the footnotes).
Transaction type: Award (compensation); no cash paid and no immediate shares issued.

Context

RSU awards are compensation-based and do not represent an open-market purchase or sale; they give the holder the right to receive shares later per the award’s settlement rules.
As a 10% owner, Taglich is a significant shareholder; this entry documents a compensation award rather than insider buying or selling.

Form 4

Period: 2026-02-12

Director10% Owner

Transactions

Award
Restricted Stock Units
[F1]
2026-02-12+12,159→ 12,159 total
→ Common Stock (12,159 underlying)

Holdings

Common Stock
455,843
Stock Options
[F2]
Exercise: $3.00Exp: 2030-11-30→ Common Stock (10,000 underlying)
10,000
Stock Options
[F3]
Exercise: $3.75Exp: 2029-08-31→ Common Stock (10,000 underlying)
10,000
Stock Options
[F3]
Exercise: $3.50Exp: 2028-05-31→ Common Stock (1,000 underlying)
1,000
Stock Options
[F3]
Exercise: $3.43Exp: 2028-06-30→ Common Stock (2,120 underlying)
2,120
Stock Option
[F3]
Exercise: $8.40Exp: 2027-04-30→ Common Stock (1,000 underlying)
1,000
Stock Option
[F3]
Exercise: $13.20Exp: 2027-12-31→ Common Stock (1,000 underlying)
1,000
Stock Option
[F3]
Exercise: $23.80Exp: 2026-12-31→ Common Stock (1,000 underlying)
1,000
Convertible Notes
[F4][F5]
Exercise: $15.00From: 2018-09-30Exp: 2026-07-01→ Common Stock (84,877 underlying)
Convertible Notes
[F5]
Exercise: $9.30From: 2019-01-15Exp: 2026-07-01→ Common Stock (110,323 underlying)
Convertible Notes
[F5]
Exercise: $15.00From: 2018-09-30Exp: 2026-07-01→ Common Stock (7,812 underlying)

Footnotes (5)

[F1]Each RSU 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 the 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 eighteen (18) month anniversary of the Award Date, the vested RSUs shall be settled on the eighteen (18) month anniversary of the Award Date.
[F2]Vests as to 5,000 shares on December 31, 2025, 2,500 shares on February 28, 2026 and 2,500 shares on May 31, 2026.
[F3]Exercisable in full.
[F4]Represents Issuer's 6% convertible notes received pursuant to amendment to Issuer's 8% convertible notes and includes unpaid interest through December 31, 2020.
[F5]Includes accrued interest on the Notes through December 31, 2020 and the shares that would be issued upon conversion for the interest accrued through December 31, 2020. Does not include shares to be issued upon conversion for interest accrued after December 31, 2020.

Signature

/s/ Michael N. Taglich|2026-02-16

1 file