Filing Analysis
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the quarter ended June 30, 2026.
📋 Key Facts
- Report date: August 13, 2026
- Reporting period: Quarter ended June 30, 2026
- The filing contains a press release (Exhibit 99.1) regarding financial results.
- Information under Item 2.02 is not deemed 'filed' for purposes of Section 18 of the Exchange Act.
CPI Aerostructures, Inc. announced base salary increases for its Chief Executive Officer and Chief Financial Officer. The adjustments were approved by the Compensation and Human Resources Committee of the Board of Directors.
📋 Key Facts
- CEO and President Dorith Hakim's annual base salary increased from $405,000 to $425,000, effective May 1, 2026.
- CFO and Secretary Robert Mannix's annual base salary increased from $300,000 to $325,000, effective July 1, 2026.
- The changes were approved on June 8, 2026.
CPI Aerostructures, Inc. announced its financial results for the first quarter ended March 31, 2026, via a press release furnished on May 18, 2026.
📋 Key Facts
- The company reported financial results for the fiscal quarter ended March 31, 2026.
- The report was filed under Item 2.02 (Results of Operations and Financial Condition).
- The press release was issued on May 18, 2026, and is included as Exhibit 99.1.
- The filing was signed by Robert Mannix, Chief Financial Officer.
CPI Aerostructures announced its financial results for the fourth quarter and full year ended December 31, 2025. The company also scheduled its 2026 Annual Meeting of Shareholders for September 16, 2026, and established May 1, 2026, as the deadline for shareholder proposals.
📋 Key Facts
- Financial results for the fiscal year ended December 31, 2025, were released on March 31, 2026.
- The 2026 Annual Meeting of Shareholders is scheduled for September 16, 2026.
- The deadline for shareholder proposals to be included in the 2026 proxy materials is May 1, 2026.
- The meeting date is more than 30 days from the anniversary of the 2025 Annual Meeting.
- The report was signed by CEO Dorith Hakim.
CPI Aerostructures entered into a new $20 million credit facility with Western Alliance Bank, consisting of a $10 million term loan and a $10 million revolving line of credit. The proceeds were used to refinance existing debt from BankUnited, N.A., with the remainder intended for working capital.
🚩 Red Flags
- Imposition of quarterly financial covenants: Minimum Consolidated Fixed Charge Coverage Ratio of 1.25 to 1.00 and Maximum Funded Leverage Ratio (initially 3.75 to 1.00, reducing to 3.50 to 1.00).
- Variable interest rate exposure linked to Term SOFR.
📋 Key Facts
- Entered into Loan and Security Agreement with Western Alliance Bank on December 12, 2025.
- Credit facilities total $20,000,000 ($10M Term Loan + $10M Revolving Line).
- Term loan was funded in full at closing; maturity date is December 12, 2030.
- Interest rate: 1-month Term SOFR plus an applicable margin.
- Used ~$6.22 million of the new facilities to repay BankUnited, N.A. debt in full.
- Guaranteed by wholly owned subsidiaries Welding Metallurgy, Inc. and Compac Development Corporation.
- Secured by a first-priority security interest in substantially all personal property assets.
CPI Aerostructures, Inc. announced the appointment of Robert Mannix as Chief Financial Officer and Secretary, effective December 8, 2025. He succeeds Pamela Levesque, who had been serving in an interim capacity.
🚩 Red Flags
- The appointment follows an 'interim' CFO period, which can sometimes indicate recent volatility or unplanned departures in the finance department.
📋 Key Facts
- Robert Mannix appointed as CFO and Secretary of CPI Aerostructures and its subsidiaries (Welding Metallurgy, Inc. and Compac Development Corporation).
- Mannix's base salary is set at $300,000 per annum.
- Compensation includes a target cash bonus of 40% and a long-term incentive plan with a target award of 40% of base salary in restricted stock.
- Severance package includes 26 to 52 weeks of base salary depending on tenure, or 1.5x base salary in the event of termination following a change in control.
- Succession follows the interim CFO period led by director Pamela Levesque.
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the quarter ended June 30, 2025. The filing serves as a formal announcement of the earnings press release issued on November 13, 2025.
📋 Key Facts
- The company announced financial results for the fiscal quarter ending June 30, 2025.
- The report was filed on November 14, 2025, regarding events occurring on November 13, 2025.
- Interim CFO Pamela Levesque signed the report.
CPI Aerostructures, Inc. issued a press release in response to unusual trading activity in its common stock. The filing was prompted by a request from the NYSE American exchange.
🚩 Red Flags
- Unusual trading activity often precedes material non-public information leaks or significant volatility events.
📋 Key Facts
- The company issued a press release on October 30, 2025, regarding unusual trading activity.
- The action was taken at the request of the NYSE American in accordance with Section 401(d) of the NYSE American Company Guide.
- The filing includes Exhibit 99.1 containing the press release.
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the quarter ended June 30, 2025. The filing serves as a formal announcement of the earnings release via Exhibit 99.1.
📋 Key Facts
- Reporting date: August 19, 2025
- Period covered: Quarter ended June 30, 2025
- The filing includes a press release as Exhibit 99.1 containing the financial results.
- Interim CFO Pamela Levesque signed the report.
CPI Aerostructures, Inc. announced a leadership transition in its finance department effective July 22, 2025. Philip Passarello has resigned as CFO and Secretary, replaced by Pamela Levesque, who will serve as Interim CFO and Secretary.
🚩 Red Flags
- Sudden departure of a Chief Financial Officer (CFO) can sometimes signal underlying financial reporting issues, though no restatement was mentioned here.
- The appointment is for an 'Interim' role, suggesting the company has not yet secured a permanent successor.
📋 Key Facts
- Philip Passarello resigned as Chief Financial Officer and Secretary on July 22, 2025.
- Pamela Levesque appointed as Interim Chief Financial Officer and Secretary, effective July 22, 2025.
- Passarello will remain with the company as Vice President of Finance to assist in the transition.
- Levesque's compensation includes a $350,000 annual base salary plus monthly equity grants totaling $17,500 per month under the 2016 Long Term Incentive Plan.
- Levesque will step down from her roles on the Audit and Finance Committee and the Nominating and Corporate Governance Committee to maintain committee independence.
CPI Aerostructures, Inc. reported the results of its 2025 annual meeting of shareholders held on June 24, 2025. Shareholders approved the election of three Class III directors, advisory compensation for executives, a new 2025 Long-Term Incentive Plan, and the ratification of CBIZ CPAs P.C. as independent auditors.
🚩 Red Flags
- None identified in this filing.
📋 Key Facts
- Shareholders approved the 2025 Long-Term Incentive Plan, authorizing up to 800,000 shares of common stock for equity-based incentives.
- Three Class III directors (Carey Bond, Michael Faber, and Dorith Hakim) were elected to the Board.
- The appointment of CBIZ CPAs P.C. as independent registered public accounting firm for fiscal year 2025 was ratified.
- Shareholders approved executive compensation on an advisory basis.
- The 2025 Plan includes a minimum one-year vesting requirement for most awards and a cap of 125,000 shares per individual participant annually.
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the quarter and fiscal year ended December 31, 2024.
📋 Key Facts
- The filing reports on financial results for the period ending December 31, 2024.
- Results were announced via a press release dated May 15, 2025.
- The report was signed by Philip Passarello, Chief Financial Officer.
CPI Aerostructures, Inc. announced a compensatory arrangement involving an increase in the annual base salary for its CEO and President, Dorith Hakim.
📋 Key Facts
- Effective date of salary change: May 1, 2025.
- CEO/President Dorith Hakim received a 4.9% increase in annual base salary.
- New annual base salary for CEO is $405,000.
- The decision was made by the Compensation and Human Resources Committee of the Board of Directors.
CPI Aerostructures announced the resignation of its independent auditor, Marcum LLP, effective April 24, 2025. The change is attributed to a prior transaction where CBIZ CPAs acquired certain assets and staff from Marcum, rather than any disagreement with the company.
🚩 Red Flags
- Auditor change (though management claims it is due to a business transaction/asset transfer rather than disagreement).
📋 Key Facts
- Marcum LLP resigned as the independent registered public accounting firm on April 24, 2025.
- The resignation is effective immediately.
- Marcum had served as the auditor since June 17, 2024 and audited the FY2024 financial statements.
- CBIZ CPAs has been engaged as the new independent auditor for the fiscal year ending December 31, 2025.
- The company states there were no disagreements with Marcum regarding accounting principles or auditing procedures.
CPI Aerostructures, Inc. entered into an amendment to its lease agreement for its headquarters in Edgewood, New York. The amendment extends the lease term by five years and outlines a scheduled increase in monthly base rent through April 2031.
🚩 Red Flags
- None identified; this is a routine operational lease extension.
📋 Key Facts
- Lease extension of 5 years, extending the term until April 30, 2031.
- Monthly base rent increases annually: $181,782.03 (May 2026) up to $204,597.28 (April 2031).
- The lease is with Heartland Boys II LP for the premises at 91 Heartland Boulevard, Edgewood, NY.
- Amendment was entered into on April 15, 2025.
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the quarter and fiscal year ended December 31, 2024.
📋 Key Facts
- Report date: March 31, 2025
- Reporting period: Quarter and Year ended December 31, 2024
- The filing includes a press release (Exhibit 99.1) detailing financial results.
- Information under Item 2.02 is not deemed 'filed' for purposes of Section 18 liability.
CPI Aerostructures, Inc. has amended its Code of Ethics and Business Conduct to align with current regulatory expectations and best practices. The amendments include expanded guidelines on conflicts of interest and enhanced sections regarding fair dealing and asset protection.
📋 Key Facts
- Amendments to the Code of Ethics and Business Conduct were approved by the Board of Directors effective November 12, 2024.
- New requirements for directors and executive officers to seek authorizations from the Audit and Finance Committee regarding conflict of interest matters.
- Enhanced sections on fair dealing, confidentiality, and the protection/proper use of Company assets.
- The revisions include administrative and clarifying adjustments to reflect current regulatory expectations.
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the quarter ended September 30, 2024.
📋 Key Facts
- Report date: November 13, 2024
- Reporting period: Quarter ended September 30, 2024
- The filing includes a press release containing financial results (Exhibit 99.1)
CPI Aerostructures entered into a Fourteenth Amendment to its existing Credit Agreement, extending the maturity of its revolving line of credit to August 31, 2026. The amendment includes a reduction in the Base Rate Margin but imposes a structured step-down in maximum principal amounts and a potential cash penalty if refinancing is not secured by year-end 2025.
🚩 Red Flags
- Mandatory step-down in available credit capacity over the next 18 months.
- Requirement to secure new refinancing terms by Dec 31, 2025, or face a cash penalty/fee.
- The structured reduction in credit limits suggests lenders are managing exposure risk.
📋 Key Facts
- Maturity date for Revolving Credit Loans extended to August 31, 2026.
- Base Rate Margin reduced from 3.50% to 2.0%.
- Aggregate maximum principal amount of Revolving Credit Loans will step down quarterly starting January 1, 2025 ($16.89M) through July 2026 ($12.39M).
- If a refinancing commitment letter is not delivered by December 31, 2025, the Company must make a payment by January 31, 2026.
- The potential penalty payment equals 2% of outstanding principal as of Dec 31, 2025 (split 50/50 between principal reduction and an amendment fee).
CPI Aerostructures, Inc. announced the appointment of Philip Passarello as the new Chief Financial Officer via a press release on August 20, 2024.
📋 Key Facts
- Appointment of Philip Passarello as Chief Financial Officer (CFO).
- Announcement date: August 20, 2024.
- The company issued a press release (Exhibit 99.1) to accompany the announcement.
CPI Aerostructures, Inc. announced the appointment of Philip Passarello as Chief Financial Officer and Secretary, effective August 19, 2024. He replaces Andrew Davis, who was terminated without cause on August 13, 2024.
🚩 Red Flags
- Sudden departure of the previous CFO (Andrew Davis) 'without cause' just days before the new appointment.
📋 Key Facts
- Philip Passarello appointed CFO and Secretary, effective August 19, 2024.
- Mr. Passarello's annual base salary is $350,000.
- Appointment includes a one-time equity award of 20,000 restricted shares vesting on August 19, 2026.
- Andrew Davis was terminated without cause on August 13, 2024.
- Mr. Passarello previously served as VP of Finance at TTM Technologies and Telephonics Corporation.
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the quarter ended June 30, 2024.
📋 Key Facts
- Report date: August 13, 2024
- Reporting period: Quarter ended June 30, 2024
- The filing includes a press release (Exhibit 99.1) detailing results of operations and financial condition.
CPI Aerostructures reached a settlement with the SEC regarding previously announced financial restatements for fiscal periods between 2018 and 2022. The company has agreed to a cease-and-desist order and must remediate material weaknesses in its internal controls by year-end 2024.
🚩 Red Flags
- Historical restatements spanning five years (2018-2022) indicating long-term systemic issues.
- Material weakness in internal control over financial reporting (ICFR).
- SEC cease-and-desist order regarding reporting and record-keeping violations.
📋 Key Facts
- Settlement reached with the SEC on June 20, 2024.
- Restatements cover fiscal periods from January 1, 2018, to December 31, 2022.
- Company agreed to a cease-and-desist order regarding various sections of the Securities Exchange Act of 1934.
- The company must remediate material weaknesses in internal control over financial reporting (ICFR) by December 31, 2024.
- Failure to comply with remediation undertakings results in a $400,000 civil monetary penalty due by June 30, 2025.
CPI Aerostructures, Inc. held its annual meeting of shareholders on June 19, 2024. The results included the successful election of two Class II directors and advisory votes regarding executive compensation frequency and amounts.
📋 Key Facts
- Annual Meeting held on June 19, 2024.
- Pamela Levesque was elected as a Class II director with 7,132,758 votes in favor.
- Richard C. Rosenjack, Jr. was elected as a Class II director with 7,039,920 votes in favor.
- Shareholders voted to hold an advisory vote on Named Executive Officer compensation every year (6,371,435 votes).
- Shareholders approved the compensation of Named Executive Officers (6,590,723 votes for).
The company announced a compensatory arrangement regarding its CEO, Dorith Hakim. Specifically, his annual base salary was increased by 4.8% to $385,000, effective May 1, 2024.
📋 Key Facts
- Effective date of salary increase: May 1, 2024
- CEO/President Dorith Hakim received a 4.8% base salary increase
- New annual base salary is $385,000
- Decision made by the Compensation and Human Resources Committee
CPI Aerostructures, Inc. has dismissed its independent accountant, RSM US LLP, and engaged Marcum LLP as its new successor auditor. The filing notes that while there were no disagreements regarding accounting principles, 'reportable events' related to internal control matters occurred in fiscal years 2022 and 2023.
🚩 Red Flags
- Auditor change combined with previously disclosed 'reportable events' concerning internal control matters.
- Presence of 'reportable events' in two consecutive annual reports (2022 and 2023) suggests persistent internal control weaknesses.
📋 Key Facts
- Dismissed RSM US LLP; engaged Marcum LLP as the new independent accountant on June 17, 2024.
- RSM's audit reports for years ended Dec 31, 2022, and Dec 31, 2023, contained no adverse opinions or disclaimers.
- No disagreements with RSM regarding accounting principles, practices, financial statement disclosure, or auditing scope/procedures were reported.
- The company identified 'reportable events' related to internal control matters in the 2022 and 2023 Annual Reports (Form 10-K).
- RSM has been authorized to respond fully to inquiries from Marcum LLP regarding these reportable events.
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the first quarter ended March 31, 2024.
📋 Key Facts
- The filing reports on quarterly earnings for the period ending March 31, 2024.
- Financial results were announced via press release on May 15, 2024.
- The report was signed by CFO Andrew Davis.
CPI Aerostructures, Inc. filed an 8-K to announce its financial results for the quarter and fiscal year ended December 31, 2023.
📋 Key Facts
- Report date: April 5, 2024
- Reporting period: Quarter and Year ended December 31, 2023
- The filing includes a press release as Exhibit 99.1 containing the financial results.
CPI Aerostructures, Inc. has determined that its 2022 financial statements should no longer be relied upon due to errors in deferred tax asset and liability balances. The company is also remediating a material weakness in internal controls over financial reporting.
🚩 Red Flags
- Non-reliance on previously issued financial statements (Item 4.02)
- Material weakness in internal controls over financial reporting
- Late filing of Annual Report (Form 12b-25 filed)
- Restatement of prior year tax positions
📋 Key Facts
- The error relates to Note 11 'Income Taxes' regarding deferred tax asset and liability balances as of December 31, 2022.
- Both the deferred tax asset and deferred tax liability were overstated by $2,603,986 due to inadequate review of temporary differences between book and taxable income.
- The company filed a Notification of Late Filing (Form 12b-25) on April 1, 2024, for its 2023 Form 10-K.
- Management expects to file the 2023 Form 10-K by April 16, 2024.
- The company is currently remediating a material weakness in internal controls over financial reporting and related disclosure controls.
CPI Aerostructures entered into a Thirteenth Amendment to its existing Credit Agreement, extending the maturity date of its revolving credit line and implementing a structured reduction in the maximum principal amount available.
🚩 Red Flags
- Mandatory reduction of available credit capacity suggests lenders are reducing exposure to the company over time.
- The step-down in liquidity (from $19.8M to $15.48M) may tighten working capital constraints as the maturity date approaches.
📋 Key Facts
- The Thirteenth Amendment extends the maturity date of the Revolving Credit Loans to August 31, 2025.
- The amendment mandates a step-down reduction of the aggregate maximum principal amount of all Revolving Credit Loans.
- Maximum credit limit reduces from $19.8M (Jan-Mar 2024) down to $15.48M thereafter (post-June 30, 2025).
- The reduction schedule is implemented in quarterly increments starting April 1, 2024.
- BankUnited, N.A. serves as the Sole Arranger, Agent, and Lender.