Legal & controls
Item 3 and Item 9A as filed · every verdict is the registrant’s own sentence, printed below it · a filing that fails an extraction gate reads “not extracted”
| Fiscal year | Filed | Item 3 | ICFR | disclosure controls | material weakness | Filing |
|---|---|---|---|---|---|---|
| 2026-03-31 | 2026-06-26 | described here | effective | effective | none in Item 9A | EDGAR |
Item 3 · From time to time, the Company is involved in various legal matters arising in the normal course of business. Litigation and other disputes are inherently unpredictable and subject to substantial uncertainties and unfavorable resolutions could occur. At the same time, the Company does not expect the outcome of such proceedings, either individually or in aggregate, to have a material effect on its financial position, cash flows or results of operations. Item 9A · ICFR · Based on this evaluation, management concluded that our internal control over financial reporting was effective as of March 31, 2026. Item 9A · disclosure controls · Based on our evaluation, our Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our principal financial officer) have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15(d)-15(e) of the Exchange Act) were effective at such reasonable assurance level as of March 31, 2026. | ||||||
| 2025-03-31 | 2025-06-20 | described here | effective | effective | none in Item 9A | EDGAR |
Item 3 · From time to time, the Company is involved in various legal matters arising in the normal course of business. Litigation and other disputes are inherently unpredictable and subject to substantial uncertainties and unfavorable resolutions could occur. At the same time, the Company does not expect the outcome of such proceedings, either individually or in aggregate, to have a material effect on its financial position, cash flows or results of operations. Item 9A · ICFR · Based on this evaluation, management concluded that our internal control over financial reporting was effective as of March 31, 2025. Item 9A · disclosure controls · Based on our evaluation, our Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our principal financial officer) have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15(d)-15(e) of the Exchange Act) were effective at such reasonable assurance level as of March 31, 2025. | ||||||
| 2024-03-31 | 2024-06-24 | described here | effective | effective | none in Item 9A | EDGAR |
Item 3 · In April 2023, the Company paid a total of $7.6 million, including damages and interest, in satisfaction of judgment in resolution of Empery Asset Master, Ltd., et. al. vs. AIT Therapeutics, Inc. (the “Empery Suit”). This payment in connection with the Empery Suit had been included in accrued liabilities for the year ended March 31, 2023. In December 2021, Hudson Bay Master Fund (“Hudson”) filed a lawsuit in the Supreme Court of the State of New York against the Company relating to the notice of adjustment of the exercise price of and the number of warrant shares issuable under warrants issued to Hudson in January 2017. Hudson received 83,334 warrants in connection with the January 2017 offering. Hudson’s complaint alleged breach of contract and that Hudson is entitled to damages and interest as a result of certain adjustments to the exercise price and number of warrant shares issuable following a February 2018 financing transaction. The lawsuit was settled in July 2023, and the Company paid $3.1 million for defense and indemnity costs in the quarter ended September 30, 2023. As of March 31, 2024 and March 31, 2023, $0 and $2.7 million, respectively, were included in accrued liabil… Item 9A · ICFR · Based on this evaluation, management concluded that our internal control over financial reporting was effective as of March 31, 2024. Item 9A · disclosure controls · Based on our evaluation, our Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our principal financial officer) have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15(d)-15(e) of the Exchange Act) were effective at such reasonable assurance level as of March 31, 2024. | ||||||
| 2023-03-31 | 2023-06-22 | described here | effective | effective | none in Item 9A | EDGAR |
Item 3 · On March 23, 2023, the Supreme Court of the State of New York, Appellate Division, First Judicial Department (the “Appellate Court”), rendered its opinion in Empery Asset Master, Ltd., et. al. vs. AIT Therapeutics, Inc. (the “Empery Suit”). The Appellate Court opinion affirmed the judgment by the Supreme Court of the State of New York against Beyond Air, Inc. In connection with the appeal, the Company had used approximately $7.4 million of cash as collateral to secure a supersedeas bond for the full amount of damages and interest in case it was unsuccessful in its appeal. Accordingly, the Company does not believe that the outcome from this appeal will materially impact its available liquidity or financial position. In April 2023, as a subsequent event to the fiscal year ended March 31, 2023, the Company paid $7.6 million, including releasing the funds held in the supersedeas bond, in satisfaction of judgment. On December 28, 2021 Hudson Bay Master Fund (“Hudson”) filed a lawsuit in the Supreme Court of the State of New York against us relating to the notice of adjustment of the exercise price of and the number of warrant shares issuable under warrants issued to Hudson in January 20… Item 9A · ICFR · Based on this evaluation, management concluded that our internal control over financial reporting was effective as of March 31, 2023. Item 9A · disclosure controls · Based on our evaluation, our Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our principal financial officer) have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15(d)-15(e) of the Exchange Act) were effective at such reasonable assurance level as of March 31, 2023. | ||||||
| 2022-03-31 | 2022-06-29 | described here | effective | effective | none in Item 9A | EDGAR |
Item 3 · On March 16, 2018, Empery filed a complaint in the Trial Court against us relating to the notice of adjustment of both the exercise price of and the number of warrant shares issuable under warrants issued to Empery in January 2017. Empery alleges that, as a result of certain circumstances in connection with a February 2018 financing transaction, the 166,672 warrants issued to Empery in January 2017 provide for adjustments to both the exercise price of the warrants and the number of warrant shares issuable upon such exercise. On August 20, 2020, the Trial Court denied our summary judgment motion as to the first and third claims for relief, but dismissed the second claim for declaratory judgment as moot. The Appellate Division First Department denied our appeal of the August 20 Decision on September 30, 2021. Following a three-day bench trial, the Trial Court issued a decision on October 14, 2021, finding in favor of Empery on the two remaining claims, granting reformation of the Warrant Agreement, and awarding Empery damages in the aggregate amount of approximately $5.8 million. On November 12, 2021, we filed a notice of appeal. Pending appeal, we are required to use approximately $… Item 9A · ICFR · Based on this evaluation, management concluded that our internal control over financial reporting was effective as of March 31, 2022. Item 9A · disclosure controls · Based on our evaluation, our Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our principal financial officer) have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15(d)-15(e) of the Exchange Act) were effective at such reasonable assurance level as of March 31, 2022. | ||||||
5 of 5 annual reports on record have their filing text cached on this host; the rest are listed with their EDGAR link and no extraction, because this surface never fetches from SEC on a page load.
- Item 3 and Item 9A are located in the filing HTML already cached on this host and read with the same line-anchored item matcher and largest-gap body disambiguation the filing-narrative pass uses for Item 1A and Item 7 — no fetch, no model, no summarization.
- A heading is accepted as a section only when it is not a table-of-contents row (a trailing page number), not a quoted reference in prose, and names its own section; the span must then clear a per-item length band and carry readable text after the heading. Anything that fails a gate is served as 'not extracted' with the reason — never as a default value.
- An effectiveness conclusion is read only from a sentence that names its own control set (disclosure controls and procedures, or internal control over financial reporting) and states an outcome. Conditional sentences — the standard limitations paragraph and forward-looking remediation language — are excluded, because they are hypotheses rather than conclusions.
- When a filing's own sentences disagree — an effective conclusion beside an unremediated material-weakness disclosure, or two conclusions of opposite sign — no verdict is asserted. A wrong 'controls were effective' reading is worse than no reading.
- Every verdict is shown beside the verbatim sentence it was read from. The excerpt is the filing's own words, capped at 1,200 characters; the filing itself is one link away.