Beyond Air Proxy Statement for December 10, 2026 Annual Meeting
Beyond Air, Inc. filed its definitive proxy statement for the annual meeting of stockholders scheduled for December 10, 2026 at 4:30 p.m. Eastern Time at 900 Stewart Avenue, Suite 301, Garden City, NY 11530. The record date is October 12, 2026 with 1,665,482 shares outstanding. Stockholders will vote on election of five directors, ratification of WithumSmith+Brown, PC as independent auditor for the Transition Period (April 1, 2026 to December 31, 2026), advisory say-on-pay vote, and adjournment if needed. The Bo...
Key takeaways
Annual meeting scheduled for December 10, 2026 at 4:30 p.m. ET; record date October 12, 2026; 1,665,482 shares outstanding as of record date
Proposal 1: Election of five directors—Robert F. Carey, Robert S. Goodman, Dr. William Forbes, Yoori Lee, and Erick J. Lucera—with unanimous board recommendation FOR all nominees
Proposal 2: Ratification of WithumSmith+Brown, PC as independent registered public accounting firm for the Transition Period (April 1, 2026 to December 31, 2026); Withum was appointed December 17, 2024 replacing Marcum LLP
Proposal 3: Advisory (non-binding) vote to approve named executive officer compensation (say-on-pay); Board recommends FOR approval
Company changed fiscal year end from March 31 to December 31, resulting in a Transition Period from April 1, 2026 to December 31, 2026
Robert S. Goodman appointed CEO effective March 27, 2026, succeeding Steven A. Lisi who resigned; Daniel Moorhead appointed CFO effective January 5, 2026, succeeding Douglas Larson who resigned December 31, 2025
One-for-twenty reverse stock split effectuated July 13, 2026; common stock trading on split-adjusted basis from that date
Key metrics
Disclosure changes
- Fiscal Year End Change
Board of Directors approved a change in fiscal year end from March 31 to December 31. The period from April 1, 2026 to December 31, 2026 is a Transition Period, and the next fiscal year will begin on January 1, 2027.
This creates a nine-month Transition Period requiring different financial reporting and audit scope - Executive Leadership Changes
Robert S. Goodman appointed CEO effective March 27, 2026 succeeding Steven A. Lisi who resigned; Daniel Moorhead appointed CFO effective January 5, 2026 succeeding Douglas Larson who resigned December 31, 2025
New executive leadership team may pursue different strategic priorities - Reverse Stock Split
One-for-twenty (1:20) reverse stock split effectuated July 13, 2026; common stock began trading on split-adjusted basis on July 13, 2026; fractional shares rounded up to nearest whole share
Reverse split reduces share count and affects per-share metrics and options pricing - Option Repricing
November 4, 2025 repricing of 36,331 outstanding stock options to $39.00 per share (closing price November 3, 2025) under 2013 Equity Incentive Plan
Repricing options changes compensation expense and may affect retention/value for option holders - Independent Auditor Change
WithumSmith+Brown, PC appointed December 17, 2024 as independent auditor replacing Marcum LLP; Marcum's reports on FY2024 and FY2023 contained paragraph regarding substantial doubt about Company's ability to continue as going concern
Change in auditor and prior going concern disclosure are material to financial reporting assessment - Related Party Loans
As of June 30, 2026, Company owed Robert F. Carey $11,500,000 (principal $9,500,000 plus accrued interest $2,000,000) and owed Steven A. Lisi $3,100,000 (principal $2,500,000 plus accrued interest $60,000) under secured loan agreements with 15% interest and royalty provisions
Significant related party debt obligations with board members who are also director nominees
Primary source
TickerStar generated this brief from an official company, investor-relations, earnings-call, or regulatory source. Review the primary material before making an investment decision.
Open SEC filingFollow XAIR in real time
Get material earnings, filing, IR, and earnings-call alerts by email.