Beyond Air Inc SEC Filings

Beyond Air (XAIR) disclosed an insider derivative change by CEO and Chairman Steven A. Lisi. On 11/03/2025, he canceled 164,778 warrants with a $7.586 exercise price and received a replacement warrant for 164,778 shares at $1.95. The warrant was originally issued on September 27, 2024, became exercisable on November 22, 2024, and will expire five years from November 22, 2024. Following these transactions, he directly holds 164,778 warrants.

Beyond Air (XAIR) announced new financing and equity arrangements. The company entered an equity purchase agreement with Streeterville Capital for up to $20,000,000 in common stock, subject to a resale registration becoming effective and while no balance remains on a related note. The company agreed to file the registration statement by November 24, 2025. Share sales are bounded by a 4.99% Beneficial Ownership Limitation and Nasdaq’s 19.99% cap unless stockholder approval or pricing conditions under Rule 5635(d) are met.

Beyond Air also issued a secured promissory note with a principal amount of $12,050,000, receiving net proceeds of $12,000,000. The note matures in 24 months, carries 15% annual interest with no accrual for the first 12 months, and guarantees $1,800,000 of interest. Collateral includes a $6,000,000 cash DACA via a new subsidiary, with step-down mechanics as principal is repaid.

The company amended a prior loan to add a $2,000,000 term loan and issued five-year warrants to purchase 512,821 shares at $1.95, while repricing certain 2024 warrants to $1.95. Separately, 726,618 employee and director stock options were repriced to $1.95.

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.