FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * TAGLICH MICHAEL N   2. Issuer Name and Ticker or Trading Symbol AIR INDUSTRIES GROUP [AIRI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O TAGLICH BROTHERS, INC., 790 NEW YORK AVENUE, SUITE 209 3. Date of Earliest Transaction (Month/Day/Year) 12/22/2016 (Street) HUNTINGTON, NY 11743 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) 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) Code V Amount (A) or (D) Price Common Stock 06/29/2016   M   3,000 A $ 2.95 360,497 D   Common Stock               17,990 I See Note (1) Common Stock               12,746 I See Note (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Options (right to purchase)

$ 4.64

06/02/2016

A

750

02/01/2017

06/01/2021

Common Stock

750

$ 0

15,250

D

Convertible Notes

$ 2.25

11/23/2016

P

$ 1,000,000

11/23/2016

11/30/2018

Common Stock

444,444

$ 1,000,000

$ 2,520,713

D

Convertible Notes

(3)

11/30/2016

C

$ 1,520,713

08/19/2016

12/31/2017

See Note (3)

(3)

$ 1,520,713

$ 1,520,713

D

Series A Preferred Stock

$ 4.92

11/30/2016

C

157,586 (4)

11/30/2016

(5)

Common Stock

320,293

$ 1,575,860

272,694 (4)

D

Convertible Note

$ 2.63

12/22/2016

P

$ 300,000

12/22/2016

11/30/2018

Common Stock

114,068

$ 300,000

$ 1,820,713

D

Warrants

$ 3

12/22/2016

P

22,814

12/22/2016

11/30/2021

Common Stock

22,814

$ 0

314,504

D

Warrants

$ 3

12/22/2016

P

44,677

12/22/2016

11/30/2021

Common Stock

44,677

$ 50

185,924

I

See Note (6)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
TAGLICH MICHAEL N C/O TAGLICH BROTHERS, INC. 790 NEW YORK AVENUE, SUITE 209 HUNTINGTON, NY 11743	X	X

Signatures

/s/ Michael N. Taglich		12/27/2016
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Represents shares owned by Taglich Brothers, Inc., of which the Reporting Person is Chairman and President.
(2)	Owned by Tag/Kent Partners, of which Reporting Person is a General Partner.
(3)	Converted into shares of Series A Convertible Preferred Stock ("Series A Preferred Stock") at $10 per share upon filing of Certificate of Amendment increasing number of authorized shares of Preferred Stock. Until automatically converted into shares of Series A Preferred Stock, the Note had been convertible into shares of Common Stock at an exercise price of $4.92 per share, the conversion price of the Series A Preferred Stock.
(4)	Includes shares received in lieu of cash dividends on December 15, 2016.
(5)	There is no expiration date.
(6)	Represents Placement Agent Warrants received by Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, which acted as placement agent for the sale of Issuer's 8% Subordinated Convertible Notes in December 2016.

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