What key dates related to Nasdaq compliance does Beyond Air highlight?

Beyond Air notes thirty consecutive sub-$1.00 closes from February 23, 2026 to April 6, 2026, a prior 1-for-20 reverse split on July 14, 2025, Nasdaq’s deficiency notice date of April 7, 2026, and an April 14, 2026 deadline to request a Nasdaq Hearings Panel hearing.

Beyond Air faces Nasdaq bid-price deficiency risk

Beyond Air, Inc. reported that it received a Nasdaq notice on April 7, 2026 stating its common stock no longer meets the minimum $1.00 per-share bid price required by Nasdaq Listing Rule 5550(a)(2).

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Beyond Air, Inc. reported that it received a Nasdaq notice on April 7, 2026 stating its common stock no longer meets the minimum $1.00 per-share bid price required by Nasdaq Listing Rule 5550(a)(2). The deficiency was triggered because the stock’s closing bid price stayed below $1.00 for thirty consecutive business days from February 23, 2026 to April 6, 2026, which violates the Bid Price Rule.

Because the company previously effected a 1-for-20 reverse stock split on July 14, 2025, Nasdaq rules make it ineligible for the usual 180-day cure period. As a result, its securities are subject to delisting unless it requests a hearing with the Nasdaq Hearings Panel by April 14, 2026. Beyond Air plans to request this hearing, which would automatically stay any suspension or delisting while the Panel reviews the case. During this appeal process, the stock is expected to continue trading on Nasdaq.

The company says it will closely track its bid price and is considering options to regain compliance with Nasdaq’s listing standards, including potentially using another reverse stock split. However, it cautions there is no assurance the Panel will grant continued listing or that compliance can be regained and maintained, underscoring a meaningful risk around its Nasdaq listing status.

Positive

None.

Negative

Nasdaq listing at risk: Beyond Air no longer meets Nasdaq’s $1.00 bid-price requirement and, because it recently executed a 1-for-20 reverse split, does not qualify for the standard 180-day cure period, increasing the near-term risk of delisting if it cannot convince the Hearings Panel or restore compliance.

Insights

Nasdaq bid-price failure puts Beyond Air’s listing at clear risk.

Beyond Air has fallen out of compliance with Nasdaq’s $1.00 minimum bid price rule after thirty consecutive sub-dollar closes between February 23, 2026 and April 6, 2026. Ordinarily, companies receive a 180-day grace period to cure this deficiency.

Here, prior use of a 1-for-20 reverse stock split on July 14, 2025 removes that automatic cure window under Nasdaq Listing Rule 5810(c)(3)(A)(iv), making the situation more serious. The stock is now subject to delisting unless a hearing request is filed by April 14, 2026, which the company intends to do.

During the appeal, shares should remain listed while the Nasdaq Hearings Panel reviews the case. The company indicates it may consider another reverse split to regain compliance. Outcomes depend on the Panel’s decision and the stock’s future trading levels; losing the Nasdaq listing could materially affect liquidity and investor access.

8-K Event Classification

Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

1 item

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities

The company received a delisting notice, failed to satisfy a continued-listing rule or standard, or transferred its listing.

Key Figures

Nasdaq minimum bid price: $1.00 per share Sub-$1.00 trading period: 30 consecutive business days Reverse stock split ratio: 1-for-20 +1 more

4 metrics

Nasdaq minimum bid price $1.00 per share Required by Nasdaq Listing Rule 5550(a)(2) for continued listing

Sub-$1.00 trading period 30 consecutive business days From February 23, 2026 to April 6, 2026 bid price below $1.00

Reverse stock split ratio 1-for-20 Reverse stock split effected on July 14, 2025

Hearing request deadline April 14, 2026 Last day to request Nasdaq Hearings Panel review to avoid automatic delisting

Key Terms

Nasdaq Listing Rule 5550(a)(2), Nasdaq Listing Rule 5810(c)(3)(A), reverse stock split, Bid Price Rule, +1 more

5 terms

Nasdaq Listing Rule 5550(a)(2) regulatory

"no longer satisfies the $1.00 bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2)"

Nasdaq Listing Rule 5810(c)(3)(A) regulatory

"Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the continued listing minimum bid price requirement exists"

reverse stock split financial

"the Company effected a reverse stock split over the prior one-year period"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

Bid Price Rule regulatory

"for the thirty (30) consecutive business days ... the Company no longer satisfies the Bid Price Rule"

Nasdaq Hearings Panel regulatory

"unless the Company timely requests a hearing before the Nasdaq Hearings Panel"

A Nasdaq hearings panel is a group of experts that reviews cases when a company's stock listing is at risk of being removed from the exchange. They evaluate whether the company has met certain standards and determine if it can keep trading on Nasdaq. This process matters to investors because it can affect a company's ability to raise money and maintain credibility in the market.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What Nasdaq issue did Beyond Air (XAIR) disclose in this 8-K?

Beyond Air disclosed that Nasdaq notified the company on April 7, 2026 that its common stock no longer meets the $1.00 minimum bid price required for continued listing, after trading below that level for thirty consecutive business days ending April 6, 2026.

Why is Beyond Air (XAIR) not eligible for Nasdaq’s usual 180-day cure period?

Beyond Air is ineligible for the standard 180-day cure period because it effected a 1-for-20 reverse stock split on July 14, 2025. Under Nasdaq Listing Rule 5810(c)(3)(A)(iv), companies that recently used a reverse split cannot access the typical bid-price compliance grace period.

What happens if Beyond Air does not act on Nasdaq’s bid-price notice?

If Beyond Air does not timely request a hearing before the Nasdaq Hearings Panel by April 14, 2026, its securities would be subject to delisting. The company states it intends to request a hearing, which would automatically stay any suspension or delisting while the Panel reviews its case.

Will Beyond Air (XAIR) remain trading on Nasdaq during the appeal process?

Yes. Beyond Air indicates that once it timely requests a hearing with the Nasdaq Hearings Panel, that request will automatically stay any suspension or delisting action, so its common stock is expected to continue being listed and traded on Nasdaq while the Panel considers the matter.

What steps is Beyond Air considering to regain Nasdaq bid-price compliance?

Beyond Air plans to actively monitor the bid price of its common stock and is considering available options to regain compliance with Nasdaq listing requirements, including potentially effecting another reverse stock split. The company cautions there is no assurance it will successfully regain or maintain compliance.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/10/2026 - 04:30 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 7, 2026

Beyond Air, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-38892

47-3812456

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

900 Stewart Avenue, Suite 301

Garden City, NY 11530

(Address of Principal Executive Offices and Zip Code)

(516) 665-8200

Registrant’s Telephone Number, Including Area Code

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $.0001 per share		XAIR		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 3.01

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On April 7, 2026, Beyond Air, Inc. (the “Company”) received a written notification (the “Notice”) from the staff of the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it no longer satisfies the $1.00 bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on Nasdaq. Nasdaq Listing Rule 5550(a)(2) requires listed securities to maintain a minimum bid price of $1.00 per share, and Nasdaq Listing Rule 5810(c)(3)(A) provides that a failure to meet the continued listing minimum bid price requirement exists if the deficiency continues for a period of thirty (30) consecutive business days (collectively, the “Bid Price Rule”). Based on the closing bid price of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for the thirty (30) consecutive business days from February 23, 2026 to April 6, 2026, the Company no longer satisfies the Bid Price Rule.

While companies are typically afforded a 180-calendar day compliance period to comply with the Bid Price Rule, the Notice stated that, pursuant to Nasdaq Listing Rule 5810(c)(3)(A)(iv), the Company was not eligible for any compliance period specified in Nasdaq Listing Rule 5810(c)(3)(A) due to the fact that the Company effected a reverse stock split over the prior one-year period. The Company effected a 1-for-20 reverse stock split on July 14, 2025.

The Notice stated that the Company’s securities will be subject to delisting from Nasdaq unless the Company timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”) by April 14, 2026. Accordingly, the Company intends to timely request a hearing before the Panel, and at which point, such timely request will automatically stay any further suspension or delisting action by Nasdaq pending the Panel’s decision. During the appeal process with the Panel, the Common Stock will continue to be listed and trade on Nasdaq. However, there can be no assurance that the Panel will grant the Company’s request for continued listing or that the Company will be able to regain compliance and thereafter maintain its listing on Nasdaq.

The Company intends to actively monitor the bid price of its Common Stock and is considering available options to regain compliance with the Nasdaq listing requirements, including such actions as effecting a reverse stock split to maintain its Nasdaq listing.

Forward Looking Statements:

This Current Report on Form 8-K contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements related to the Company’s intent to request an appeal before the Panel and ability to regain compliance with Nasdaq’s continued listing standards. The words “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. While the Company believes its plans, intentions and expectations reflected in those forward-looking statements are reasonable, these plans, intentions or expectations may not be achieved. The Company’s actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements. For information about the factors that could cause such differences, please refer to the Company’s Annual Report on Form 10-K for the year ended March 31, 2025, including the information discussed under the captions “Item 1 Business,” “Item 1A. Risk Factors” and “Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as the Company’s various other filings with the SEC. Given these uncertainties, you should not place undue reliance on these forward-looking statements. The Company assumes no obligation to update any forward-looking statement. The Company undertakes no obligation to update any forward-looking statement in this report, except as required by law.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BEYOND AIR, Inc.

Date: April 10, 2026	By:	/s/ Daniel Moorhead
	Name:	Daniel Moorhead
	Title:	Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents

Beyond Air faces Nasdaq bid-price deficiency risk