BeyondSpring Inc.

Except as set forth below, there have been no material changes from the risk factors disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025. Any of these factors, including the additional risk factors set forth below, could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations.

We will depend on our ability to obtain necessary financing to fund our working capital requirement to continue as a going concern.

We are a clinical stage global biopharmaceutical company focused on developing innovative therapies to improve clinical outcomes for patients with high unmet medical needs. We have incurred operating losses and negative cash flows from operations since our inception. We have devoted most of our financial resources to research and development, including our clinical and preclinical development activities. To date, we have financed our operations primarily through equity financings. We have not generated, and do not expect to generate, any significant revenue for the foreseeable future. We expect to continue to incur significant operating losses for the foreseeable future due to the cost of research and development, clinical trials, preclinical studies and the regulatory approval process for product candidates. The amount of our future net losses is uncertain and will depend, in part, on the rate of our future expenditures. Our ability to continue operations as a going concern will depend on, among other things, additional capital resources. There can be no assurance that capital will be available as necessary to meet the Company’s working capital requirements or, if the capital is available, that it will be on terms acceptable to the Company. The issuances of additional equity securities by the Company may result in dilution in the equity interests of its current shareholders. Obtaining commercial loans, assuming those loans will be available, will increase the Company’s liabilities and future cash commitments. Our financial statements do not contain any adjustments to the amounts or classification of recorded assets or liabilities that might be necessary if we do not continue as a going concern. The financial statements take no account of unsuccessful product development or commercialization.

Risks Related to Our Industry, Business and Operation

We are highly dependent on our senior management team and other key personnel. Effective July 1, 2026, Mr. Min Qiu began serving as our Chief Executive Officer in connection with a leadership transition. While we believe this transition supports continuity in the management of our business, the loss of the services of Mr. Qiu or any of our other executive officers or key employees, or our inability to attract, retain and motivate additional qualified personnel, could delay or prevent the achievement of our research, development, regulatory and business objectives and could adversely affect our business, financial condition and results of operations. Competition for qualified personnel in the biopharmaceutical industry is intense, and we may not be able to attract or retain qualified personnel on acceptable terms, or at all, due to competition for such personnel among numerous pharmaceutical and biotechnology companies, universities and research institutions.

**Item 2. Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities