Robert Carey - Sep 26, 2024 Form 4 Insider Report for Beyond Air, Inc. (XAIR)

Role
Director
Signature
/s/ Robert Carey
Stock symbol
XAIR
Transactions as of
Sep 26, 2024
Transactions value $
$744,662
Form type
4
Date filed
10/1/2024, 09:58 PM
Previous filing
Aug 15, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction XAIR Common Stock Purchase $745K +1.48M $0.50 1.48M Sep 26, 2024 The Carey 2020 Acelyrin Trust DTD 07/23/2020 F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction XAIR Pre-funded Warrants to purchase Common Stock Purchase +26.1K 26.1K Sep 26, 2024 Common Stock 26.1K $0.00 By: The Carey 2020 Acelyrin Trust DTD 07/23/2020 F1, F2, F3
transaction XAIR Pre-funded Warrants to purchase Common Stock Purchase +480K 480K Sep 26, 2024 Common Stock 480K $0.00 By: Robert F. Carey III Trust DTD 4/25/01 F1, F2, F3
transaction XAIR Warrants to purchase Common Stock Purchase +102K 102K Sep 26, 2024 Common Stock 102K $0.38 By: The Carey 2020 Acelyrin Trust DTD 07/23/2020 F1, F4, F5
transaction XAIR Warrants to purchase Common Stock Purchase +1.88M 1.88M Sep 26, 2024 Common Stock 1.88M $0.38 By: Robert F. Carey III Trust DTD 4/25/01 F1, F4, F5
transaction XAIR Warrants to purchase Common Stock Other +9.89M 9.89M Sep 27, 2024 Common Stock 9.89M $0.38 By: BCR8V, LLC F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to a Securities Purchase Agreement (the "Agreement"), dated as of September 26, 2024, by and between Beyond Air, Inc. (the "Issuer") and Steven Lisi (the "Reporting Person"), the Reporting Person acquired in a private placement transaction 1,476,626 shares of common stock, $0.0001 par value per share (the "Common Stock"), pre-funded warrants to acquire 506,321 shares of Common Stock at an exercise price of $0.0001 per share, and common warrants to acquire 1,982,947 shares of Common Stock at an exercise price of $0.3793 per share.
F2 The pre-funded warrants will be exercisable on or after the date on which the Company obtains stockholder approval (the "Initial Exercise Date"), as further described in the Agreement and in the Issuer's Current Report on Form 8-K filed with the SEC on September 27, 2024, and shall expire when exercised in full.
F3 Each pre-funded warrant was purchased with an accompanying warrant for a purchase price of $0.5042 per pre-funded warrant and accompanying warrant.
F4 The common warrants are exercisable on or after the Initial Exercise Date and will have a term that expires five years following the Initial Exercise Date.
F5 Each common share was purchased with an accompanying warrant for a purchase price of $0.5043 per share and accompanying warrant.
F6 Pursuant to a binding term sheet dated as of September 27, 2024, and in connection with a loan to the Issuer of $7,500,000, the Reporting Person acquired warrants to purchase up to 9,886,633 shares of Common Stock.
F7 The warrants issuable will be exercisable on or after the Initial Exercise Date and will expire five years following such date they are exercisable.