Beyond Air (XAIR) investor relations material

Executive summary

• The annual meeting is scheduled for January 30, 2026, with six directors up for election and several key proposals on the agenda.

• Proposals include director elections, auditor ratification, an equity plan amendment, and potential adjournment to solicit votes.

• The record date for voting is December 3, 2025, with 8,009,488 shares outstanding.

• Proxy materials and annual reports are available online, and shareholders are encouraged to vote by internet, phone, or mail.

Voting matters and shareholder proposals

• Shareholders will vote on electing six directors, ratifying WithumSmith+Brown, PC as auditor, approving the Eighth Amended and Restated 2013 Equity Incentive Plan (adding 850,000 shares), and authorizing adjournment if needed.

• The board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be received by August 21, 2026, and director nominations must follow bylaw procedures.

Board of directors and corporate governance

• The board consists of six members, five of whom are independent per Nasdaq standards.

• Directors bring experience in executive leadership, finance, product development, and commercial operations.

• Three standing committees: audit, compensation, and nominating, all with independent members.

• The board held nine meetings in fiscal 2025, with all directors attending at least 75% of meetings.

• No family relationships among directors or executive officers.