Beyond Air faces Nasdaq $1 bid-price deficiency

Beyond Air, Inc. has received written notice from Nasdaq that its common stock is not in compliance with the $1.00 bid price requirement under Nasdaq Listing Rule 5550(a)(2), which is required for continued listing.

Rhea-AI Filing Summary

Beyond Air, Inc. has received written notice from Nasdaq that its common stock is not in compliance with the $1.00 bid price requirement under Nasdaq Listing Rule 5550(a)(2), which is required for continued listing.

The company has requested a hearing before the Nasdaq Hearings Panel, which has been scheduled for May 14, 2026. This timely request stays any suspension or delisting action until the Panel issues a written decision, so the stock is expected to remain listed on Nasdaq during the hearing process.

The company cautions that there is no assurance the Panel will grant continued listing or that it will regain compliance with Nasdaq’s continued listing standards, and it includes forward-looking statement disclaimers referencing risks described in its Form 10-K and other SEC filings.

Positive

• None.

Negative

• Nasdaq listing at risk: Beyond Air is not in compliance with Nasdaq’s $1.00 bid price requirement under Listing Rule 5550(a)(2), and there is no assurance it will regain compliance or secure continued listing after the Nasdaq Hearings Panel review.

Insights

Equity listing and market structure analyst

Nasdaq bid-price noncompliance raises listing risk for Beyond Air.

Beyond Air has fallen below Nasdaq’s $1.00 minimum bid requirement under Listing Rule 5550(a)(2). Nasdaq has issued a deficiency notice and, without relief, the common stock faces potential delisting from the exchange.

The company has requested a hearing before the Nasdaq Hearings Panel, set for May 14, 2026. That request automatically stays suspension or delisting until a written decision is issued, so the shares are expected to remain listed in the meantime.

The company explicitly notes there is no assurance the Panel will grant continued listing or that it will regain compliance with Nasdaq standards. The filing frames these outcomes as forward-looking statements and points investors to existing risk factor disclosures in its Form 10-K and other SEC reports.

8-K Event Classification

Item 8.01 — Other Events

1 item

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Key Figures

Minimum bid requirement: $1.00 per share Hearing date: May 14, 2026 Notice date reference: April 10, 2026 +2 more

5 metrics

Minimum bid requirement $1.00 per share Nasdaq Listing Rule 5550(a)(2) bid price standard for continued listing

Hearing date May 14, 2026 Scheduled Nasdaq Hearings Panel session on Beyond Air’s listing status

Notice date reference April 10, 2026 Date the company disclosed receiving Nasdaq staff’s noncompliance notice

Hearing request date April 13, 2026 Date Beyond Air submitted its hearing request to the Nasdaq Panel

Form 10-K year-end March 31, 2025 Year-end referenced for additional risk factors in the company’s Form 10-K

Key Terms

Nasdaq Listing Rule 5550(a)(2), bid price requirement, Nasdaq Hearings Panel, continued listing standards, +1 more

5 terms

Nasdaq Listing Rule 5550(a)(2) regulatory

"not in compliance with Nasdaq’s $1.00 bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2)"

bid price requirement financial

"not in compliance with Nasdaq’s $1.00 bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2)"

A bid price requirement is a rule that specifies the minimum price a buyer must offer per share when making an official purchase proposal, tender offer, auction bid, or similar transaction. It matters to investors because it sets a floor for negotiations and valuation—like a reserve price in an auction—ensuring bids meet regulatory, contract or market standards and helping shareholders and markets judge whether an offer is fair or likely to succeed.

Nasdaq Hearings Panel regulatory

"requested a hearing before the Nasdaq Hearings Panel (the “Panel”) to appeal the Staff’s determination"

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.

continued listing standards regulatory

"the Company’s ability to regain compliance with applicable Nasdaq continued listing standards"

Ongoing rules a stock exchange requires a listed company to meet to keep its shares trading publicly, such as minimum share price, market value, timely financial reports, and governance practices. Think of it as a membership checklist for a club: falling short can lead to warnings or removal from the exchange, which can sharply reduce liquidity, investor confidence, and a stock’s value. Investors watch these standards to gauge regulatory risk and the stability of their holdings.

forward-looking statements regulatory

"This report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

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

Why did Beyond Air (XAIR) receive a Nasdaq noncompliance notice?

Beyond Air received a Nasdaq notice because its common stock no longer met the exchange’s $1.00 minimum bid price requirement under Listing Rule 5550(a)(2). This rule requires the share price to stay at or above $1.00 for continued listing on the Nasdaq Capital Market.

What steps has Beyond Air (XAIR) taken in response to the Nasdaq notice?

Beyond Air has requested a hearing before the Nasdaq Hearings Panel, with the hearing scheduled for May 14, 2026. This timely request stays any suspension or delisting action while the Panel reviews the company’s appeal and issues a written decision.

Will Beyond Air (XAIR) be delisted from Nasdaq?

The filing states there is no assurance Beyond Air will maintain its Nasdaq listing. The Nasdaq Hearings Panel will decide after the May 14, 2026 hearing whether to grant continued listing and any compliance period to remedy the bid price deficiency.

Is Beyond Air’s (XAIR) stock still trading on Nasdaq despite the notice?

Yes. Because Beyond Air timely requested a hearing, any suspension or delisting action is stayed. The company expects its common stock to continue trading on Nasdaq until the Nasdaq Hearings Panel issues a written decision following the hearing process.

What risks related to Nasdaq compliance does Beyond Air (XAIR) highlight?

Beyond Air highlights risks that it may not regain compliance with Nasdaq’s continued listing standards and that the Panel may deny continued listing. The company treats these as forward-looking statements and refers readers to risk factors in its Form 10-K and other SEC filings.

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

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Accepted by SEC EDGAR 04/15/2026 - 05:00 PM Learn about SEC filing dates

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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 13, 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 8.01 Other Events.

On April 10, 2026, Beyond Air, Inc. (the “Company”) disclosed in a Current Report on Form 8-K that it had received written notice from the staff of the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with Nasdaq’s $1.00 bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing and that, absent a timely request for a hearing, the Company’s common stock would be subject to delisting from Nasdaq. The Company has, on April 13, 2026, timely requested a hearing before the Nasdaq Hearings Panel (the “Panel”) to appeal the Staff’s determination.

As a result of the timely hearing request, any suspension or delisting action with respect to the Company’s common stock is stayed pending the issuance of a written decision by the Panel following the hearing process. Accordingly, the Company’s common stock is expected to continue to be listed on Nasdaq pending the outcome of the hearing. The hearing has been scheduled for May 14, 2026. 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 with applicable Nasdaq listing requirements within any compliance period that may be granted by the Panel.

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, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, without limitation, statements regarding the Company’s appeal to the Nasdaq Hearings Panel and the Company’s ability to regain compliance with Nasdaq’s continued listing requirements. Words such as “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these words. Forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by such forward-looking statements. These risks and uncertainties include, without limitation, the outcome of the hearing process and the Company’s ability to regain compliance with applicable Nasdaq continued listing standards. For additional information regarding factors that could cause actual results to differ materially, please refer to the Company’s Annual Report on Form 10-K for the year ended March 31, 2025, including 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 other filings with the Securities and Exchange Commission. Given these uncertainties, you should not place undue reliance on these forward-looking statements, which speak only as of the date of this Current Report on Form 8-K. 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 15, 2026	By:	/s/ Daniel Moorhead
	Name:	Daniel Moorhead
	Title:	Chief Financial Officer

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB