Peter Rettaliata
About Peter D. Rettaliata
Peter D. Rettaliata, age 74, is Chairman of the Board at Air Industries Group (AIRI). He has served as a director since 2005 and was appointed non-employee Chairman on July 11, 2023, after prior stints as Acting CEO (Mar 2–Nov 15, 2017) and President & CEO (Nov 30, 2005–Dec 31, 2014) . His background includes 22 years at Grumman Aerospace as Senior Procurement Officer, a B.A. in History from Niagara University, and completion of Harvard Business School’s PMD program, with leadership roles in aerospace industry bodies (ADDAPT, AIA Board of Governors, AIA Supplier Council) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Air Industries Group | Chairman of the Board (non-employee) | Appointed Jul 11, 2023 | Board leadership; agenda-setting and risk oversight |
| Air Industries Group | Director | Since 2005 | Long-tenured board member |
| Air Industries Group | Acting President & CEO | Mar 2, 2017–Nov 15, 2017 | Stabilized leadership during transition |
| Air Industries Group | President & CEO | Nov 30, 2005–Dec 31, 2014 | Led company operations |
| AIM (AIRI subsidiary) | President | 1994–2008 | Subsidiary leadership |
| Grumman Aerospace | Senior Procurement Officer | ~22 years | Supply chain/procurement expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| ADDAPT (regional aerospace org.) | Chairman | Not disclosed | Industry leadership |
| Aerospace Industries Association | Board of Governors | Not disclosed | Industry policy and advocacy |
| AIA Supplier Council | Executive Committee member | Not disclosed | Supplier policy/standards |
Board Governance
- Independence: The Board determined Rettaliata is an “independent director” under NYSE American Rule 803A(2) .
- Roles: Non-employee Chairman; member of Compensation Committee and Nominating Committee; member of Executive Committee (alongside Michael and Robert Taglich) .
- Attendance: In FY 2024, the Board held seven meetings; each director attended more than 75% of Board and relevant committee meetings. In FY 2023, the Board held nine meetings; each director attended more than 75% .
- Audit oversight: Audit Committee chaired by Michael Porcelain (audit committee financial expert); Rettaliata is not an Audit Committee member .
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) |
|---|---|
| 2023 | $31,625 |
| 2024 | $63,252 |
- Directors may elect to receive compensation in shares instead of cash; during 2024 directors collectively received 39,845 shares in lieu of cash .
Performance Compensation
| Year | Stock Awards ($) | Option Awards ($) |
|---|---|---|
| 2023 | $18,753 | $7,056 |
| 2024 | — | $48,150 |
- Equity mix signals: In 2024, the entire Board received options aggregating 80,000 shares, and certain directors took stock in lieu of cash. AIRI increased plan capacity to maintain equity-based director compensation and conserve cash -.
- Vesting/performance metrics: Director equity awards are options; specific director-level vesting schedules or performance metrics are not disclosed. Plan permits stock awards, options, RSUs administered by the Compensation Committee .
Other Directorships & Interlocks
| Company/Entity | Type | Role | Overlap/Interlock Risk |
|---|---|---|---|
| Executive Committee (AIRI) | Board committee | Member (with Michael and Robert Taglich) | Interlock with significant noteholders (Taglich affiliates) who hold convertible subordinated notes; Executive Committee has Board powers between meetings - |
| Public company boards | Public | None disclosed for Rettaliata | N/A |
- Taglich brothers (fellow directors) and affiliates hold subordinated notes convertible at $15.00 and $9.30; 2025 Charter Amendment to increase authorized shares was partly to facilitate potential restructuring with noteholders—dilution risk and governance sensitivity - .
Expertise & Qualifications
- Aerospace operations and procurement (Grumman Senior Procurement Officer; AIM President) .
- Corporate leadership and turnaround experience (AIRI CEO/Acting CEO) .
- Industry governance (ADDAPT Chairman; AIA roles) .
- Education: B.A. Niagara University; Harvard PMD .
Equity Ownership
| Holder | Total Beneficial Ownership (Shares) | % of Outstanding | Components |
|---|---|---|---|
| Peter D. Rettaliata | 66,292 | 1.74% | Includes 39,140 shares via options exercisable within 60 days |
- Group concentration: Directors and officers as a group beneficially own 34.97% (incl. convertible notes/options), indicating significant insider control .
Governance Assessment
-
Positives:
- Independent Chairman with deep aerospace and supply chain expertise; long tenure provides continuity and institutional knowledge .
- Active on Compensation and Nominating Committees; Board and committee attendance thresholds met in 2023–2024 - .
- Use of equity for director pay aligns incentives and conserves cash in a capital-intensive business .
-
Concerns / RED FLAGS:
- Executive Committee interlock with Taglich brothers, who are significant convertible noteholders; the 2025 charter increase explicitly contemplates flexibility to restructure their notes—raises perceived conflict risk and potential dilution for common shareholders - - .
- Elevated insider ownership (group 34.97%) can reduce external governance pressure and amplify related-party sensitivities; robust Audit Committee oversight of related-party transactions is disclosed but outcomes warrant monitoring .
- Director equity options expanded in 2024 (Rettaliata option award value $48,150 vs $7,056 in 2023), which may signal increased reliance on equity compensation due to cash constraints; monitor grant calibration and pay-for-performance alignment over time -.
-
Actionable monitoring:
- Track outcomes of the 2025 Charter Amendment and any subsequent exchanges or restructurings with Taglich-affiliated notes for dilution and governance process quality - .
- Review future proxies/8-K Item 5.07 results for director election support and say-on-pay trends to gauge shareholder confidence - .
- Assess any changes to committee compositions or independent oversight, especially around related-party approvals .