Business Context and Reporting Period
This Form 8-K is a current report filed by AIT Therapeutics, Inc. (not Beyond Air, Inc.) on November 1, 2018, regarding events occurring on October 26, 2018. The registrant is a Delaware corporation and an emerging growth company focused on life sciences.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
- Appointment of CFO: Douglas J. Beck, CPA, was appointed Chief Financial Officer effective November 1, 2018.
- Compensation Package: Mr. Beck receives an annual salary of $250,000. He is eligible for an option to purchase 85,000 shares of common stock (exercise price to be determined by the Board).
- Severance Terms: In the event of termination without cause, Mr. Beck is entitled to severance equal to one month's base salary for every six months employed, capped at six months of base salary.
- Departure of Interim CFO: Stephen J. DiPalma resigned as interim Chief Financial Officer effective November 1, 2018. His resignation is not due to any disagreement with the Company.
- Continued Services: Mr. DiPalma will continue to provide finance, accounting, and administrative consulting services through Danforth Advisors, LLC.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or discussion of material risks and contingencies. It notes that Mr. Beck's employment is "at will" and that the description of his offer letter is qualified by the full text of the letter attached as Exhibit 10.1.
Investor Verification Checklist
- Verify the exact exercise price for the 85,000 stock options granted to Douglas J. Beck, as the filing states this is to be determined by the Board.
- Review the full employment offer letter (Exhibit 10.1) for additional terms not summarized in the 8-K.
- Confirm the terms of the existing consulting agreement with Danforth Advisors, LLC regarding Stephen J. DiPalma's continued services.
- Check subsequent filings for the formal grant of stock options to Mr. Beck.