Beyond Air Inc SEC Filings

Beyond Air, Inc. (XAIR) filed an S-3 shelf registration that includes an At-The-Market (ATM) equity program with BTIG allowing up to $35,000,000 of Common Stock sales. The company agreed to pay the agent a 3.0% cash commission and reimburse certain expenses. Reported issuances under the ATM were 564,699 shares for $2.5 million during the quarter ended June 30, 2025, and 1,877,076 shares for $5.8 million from July 1, 2025 through September 24, 2025. The prospectus includes standard risk-factor language noting the company expects to incur losses for the next few years and lists typical commercialization, regulatory, intellectual property, personnel, and growth-management risks.

Beyond Air, Inc. filed an 8-K describing terms that limit the number of common shares issuable on exercise of certain warrants to prevent a holder from exceeding a stated "Beneficial Ownership Limitation." If an exercise would push the holder past that limit, the company will only issue the number of shares that keep the holder below the limit and will hold the remaining shares in abeyance until the holder notifies the company that issuance would comply with the limitation.

The filing lists exhibits including a Form of New Warrant, a Form of Inducement Letter, and a Press Release dated September 8, 2025. The filing also identifies Steven A. Lisi by name.

Robert Scott Goodman, a director of Beyond Air, Inc. (XAIR), received a grant of stock options on 08/14/2025. The option grant is for 3,750 stock options with an exercise price of $2.45 per share and an expiration date of 08/14/2035. The option vests 25% on December 31, 2025, with the remainder vesting in equal annual installments on each December 31 for the next three years. After the grant, the reporting person beneficially owns 5,750 shares of common stock, which includes an additional 2,000 stock split-adjusted shares noted in the filing.

Balyasny Asset Management and affiliated entities disclose beneficial ownership of 12,290,913 shares of Beyond Air common stock, representing approximately 9.99% of the outstanding class based on the issuer's reported share count. The reported position includes 8,956,504 shares issuable upon exercise of warrants, but a contractual 9.99% blocker prevents the Reporting Persons from exercising any warrants that would result in ownership above 9.99%.

The filing states each Reporting Person has sole voting and dispositive power over the 12,290,913 shares and identifies ADMF as the direct holder and an investment management client of BAM with rights to dividends and sale proceeds. Filers certify the securities were acquired in the ordinary course of business and not to influence control.

Beyond Air reported operational progress but faces a near-term funding gap. Revenue for the three months ended June 30, 2025 rose to $1.76 million from $0.68 million a year earlier, producing a $156,000 gross profit versus a prior gross loss. Operating losses narrowed to $7.62 million and net loss improved to $8.08 million from $13.06 million, reflecting lower R&D and SG&A spend. The company held $6.63 million of cash, marketable securities and restricted cash at period end but used $4.53 million in operating cash flow during the quarter. Management disclosed substantial doubt about meeting obligations with current resources and stated additional funding will be required within one year. Financing actions during the quarter included $2.4 million net ATM proceeds and a $2.0 million related-party advance; long-term debt outstanding under the Loan Agreement remains $11.5 million (facility terms include a 15% annual interest structure). The company has FDA PMA for LungFit PH and CE mark approval for additional indications, and effected a one-for-twenty reverse stock split with retroactive presentation of prior-period per-share amounts.