STOCKHOLDERS’ EQUITY | NOTE 5 STOCKHOLDERS’ EQUITY On April 2, 2020, the Company entered into an ATM for $ 50 million utilizing the Company’s shelf registration statement on Form S-3. Under the ATM, the Company may sell shares of its common stock having aggregate sales proceeds of up to $ 50 million from time to time and at various prices, subject to the conditions and limitations set forth in the sales agreement. If shares of the Company’s common stock are sold, there is a three percent fee paid to the sales agent. For the three months ended September 30, 2021 and September 30, 2020, the Company received net proceeds of $ 15.0 million and $ 1.5 million from the sale of 1,659,664 and 227,527 shares of the Company’s common stock, respectively. For the six months ended September 30, 2021 and September 30, 2020, the Company received net proceeds of $ 22.4 million and $ 2.4 million from the sale of 2,899,069 and 341,239 shares of the Company’s common stock, respectively. As of September 30, 2021, there was a balance of approximately $ 14.5 million available under the ATM. On May 14, 2020, the Company entered into the Stock Purchase Agreement with LPC, which provides for the issuance of up to $ 40 0.25 1.0 3.6 200,000 568,605 28.2 Restricted Stock The fair value for the restricted stock awards was valued at the closing price of the Company’s common stock on the date of grant. Restricted stock vests annually over five years A summary of the Company’s restricted stock awards for the period ended September 30, 2021 is as follows: SCHEDULE OF CHANGE IN WARRANTS OPTIONS Number Of Shares Weighted Average Grant Date Fair Value Unvested as of April 1, 2021 554,200 5.07 Forfeited (17,000 ) 5.23 Unvested as of September 30, 2021 537,200 $ 5.07 Stock-based compensation related to these stock issuances for the three months ended September 30, 2021 and September 30, 2020 was $ 161 377 319 771 Stock Option Plan The Company’s Third Amended and Restated 2013 Equity Incentive Plan (the “2013 Plan”) allows for awards to officers, directors, employees, and consultants of stock options, restricted stock units and restricted shares of the Company’s common stock. The vesting terms of the options issued under the 2013 Plan are generally four years 5,600,000 520,011 BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 5 STOCKHOLDERS’ EQUITY (continued) A summary of the Company’s options for the six months ended September 30, 2021, is as follows: SCHEDULE OF OPTION ACTIVITY Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Number Price - Life- Value Of Options Options Options (thousands) Options outstanding as of April 1, 2021 4,195,097 $ 4.91 8.4 $ 2,609 Granted 171,500 8.43 Exercised (10,625 ) 4.69 Forfeited (84,312 ) 5.06 Outstanding as of September 30, 2021 4,271,660 $ 4.98 7.8 $ 26,221 Exercisable as of September 30, 2021 2,042,035 $ 4.47 6.8 $ 13,584 As of September 30, 2021, the Company has unrecognized stock-based compensation expense of approximately $ 5.2 million related to unvested stock options which is expected to be expensed over the weighted average remaining service period of 2.4 years. An option to purchase 75,000 7.92 and $ 5.13 per share during the six months ended September 30, 2021 and September 30, 2020, respectively. The following were utilized on the date of the grants: SCHEDULE OF ASSUMPTION OF BLACK-SCHOLES OPTION PRICING MODEL September 30, 2021 September 30, 2020 Risk-free interest rate 0.1 % 0.5 - 0.7 % Expected volatility 90.3 90.5 87.8 92.5 % Dividend yield 0 % 0 % Expected terms (in years) 6.25 5.18 6.25 The following summarizes the components of stock-based compensation expense which include stock options and restricted stock for the three and six months ended September 30, 2021 and September 30, 2020, respectively SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE Three Months Ended Six Months Ended September 30, September 30, (in thousands) 2021 2020 2021 2020 Research and development $ 379 $ 452 $ 744 $ 1,289 General and administrative 776 728 1,627 1,706 Total stock-based compensation expense $ 1,155 $ 1,180 $ 2,371 $ 2,995 On March 4, 2021, the stockholders approved the 2021 Employee Stock Purchase Plan “the ESPP”. The purpose of the ESPP is to encourage and to enable eligible employees of the Company, through after-tax payroll deductions, to acquire proprietary interests in the Company through the purchase and ownership of shares of common stock. The ESPP is intended to benefit the Company and its stockholders by (a) incentivizing participants to contribute to the success of the Company and to operate and manage the Company’s business in a manner that will provide for the Company’s long-term growth and profitability and that will benefit its stockholders and other important stakeholders and (b) encouraging participants to remain in the employ of the Company. As of September 30, 2021 and March 31, 2021, there were no 750,000 Warrants A summary of the Company’s outstanding warrants as of September 30, 2021 is as follows: SUMMARY OF COMPANY’S OUTSTANDING WARRANTS Warrant Holders Number Of Warrants Exercise Price Date of Expiration January 2017 offering – investors 2,561,568 $ 3.66 January 2022 March 2017 offering – investors 68,330 $ 3.66 March 2022 March 2017 offering - placement agent 7,541 $ 3.66 March 2022 Third-party license agreement 208,333 $ 4.80 January 2024 March 2020 loan (see Note 12) 172,187 $ 7.26 March 2025 Total 3,017,959 (a) These warrants have down round protection. For both the three and six months ended September 30, 2021, 415,664 warrants were exercised on a cashless basis in exchange for 271,811 shares. For the three and six months ended September 30, 2020, there were 83,332 and 153,870 warrants exercised for $ 305 thousand and $ 598 thousand, respectively. BEYOND AIR, INC. AND ITS SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) |