AIR INDUSTRIES GROUP 8K

Air Industries Group amended and restated its merger agreement with Tenax Aerospace to fix share consideration and price, mandate a 1-for-5 reverse stock split, eliminate a planned tender offer, and support continued NYSE American listing and a forthcoming Form S-4 registration.

On July 9, 2026, Air Industries Group announced that it entered into an Amended and Restated Agreement and Plan of Merger with Tenax Aerospace Acquisition, LLC on July 2, 2026, replacing their original February 16, 2026 merger agreement, to address NYSE American listing requirements by fixing the merger consideration at 126,900,000 shares of Air Industries common stock (25,380,000 post–1-for-5 reverse split shares) at a fixed Debt Adjusted AIR Share Price of $3.05 per share ($15.25 post-split), requiring a 1-for-5 reverse stock split with a corresponding reduction in authorized shares and rounding up of fractional shares, and eliminating a previously contemplated tender offer for up to one million Air Industries shares; the company also disclosed its intention to file a Form S-4 to register the additional shares to be issued in the merger.

Filing Facts

CIK

1009891

Ticker

-

Form

8K

Source Type

sec

Accession

0001213900-26-076769

Alert Tier

8