Item 1.01 Entry Into a Material Definitive Agreement.

On September 27, 2024, Beyond Air, Inc. (the "Company") entered into a binding term sheet (the "Term Sheet") for a secured loan with certain lenders including its Chief Executive Officer Steven Lisi and director Robert Carey (collectively, the "Lenders"). The Term Sheet was approved by each of the Company's independent and disinterested directors, following the receipt of a recommendation from an independent investment bank. The Term Sheet provides for the following expected terms: (i) principal amount of $11,500,00; (ii) ten-year term; (iii) interest of 15% per annum which shall be payable in kind through July 2026; (iv) a royalty interest of 8% of the Company's net sales on a quarterly basis from July 2026 until the facility is repaid in full; (v) the Company's obligations will be secured by substantially all of the Company's assets and (vi) the Company shall issue the Lenders warrants to purchase shares of the Company's common stock at an exercise price of $0.3793 per share. The Company expects to enter into a loan and security agreement and issue the warrants on or prior to October 31, 2024.

The foregoing description of the Term Sheet does not purport to be complete and is qualified in its entirety by reference to the full text of the Term Sheet. A copy of the Term Sheet is expected to be filed as an exhibit to the Company's Quarterly Report on the Form 10-Q for the period ending September 30, 2024.