--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-24-023201" form_type: "8-K" ticker: "PHGE" cik: "0001739174" company_name: "BiomX Inc." filed_at: "2024-03-18T23:59:59+00:00" generated_at: "2026-06-04T15:28:45.985558+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # BiomX completes acquisition of Adaptive Phage Therapeutics, appoints new directors ## Summary - On March 15, 2024, BiomX closed acquisition of Adaptive Phage Therapeutics (APT) per merger agreement filed March 6. - Issued warrants for 250,000 common shares at $5.00 to APT's landlord in connection with lease amendment. - Three prior directors (Lynne Sullivan, Jason Marks, Michael Dambach) resigned effective immediately before closing. - Appointed Dr. Jesse Goodman, Jonathan Leff, and Gregory Merril to the board; Goodman and Merril as Class II, Leff as Class III. - Consummated a previously announced private placement of Series X preferred stock and warrants concurrently with the closing. ## SEC filing metadata - accession: 0001213900-24-023201 - form_type: 8-K - ticker: PHGE - cik: 0001739174 - company_name: BiomX Inc. - filed_at: 2024-03-18T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 2.01, 1.01, 3.02, 3.03, 5.03, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/ea0201977-8k_biomx.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-24-023201 - JSON: https://secwatch.observer/filing/0001213900-24-023201.json - Plain text: https://secwatch.observer/filing/0001213900-24-023201.txt ## Key facts - Executive change Gregory Merril was appointed as Director at BiomX Inc.. - Action: appointed - Role: Director source text: on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm - Executive change Jonathan Leff was appointed as Director at BiomX Inc.. - Action: appointed - Role: Director source text: on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm - Executive change Michael Dambach resigned as Director at BiomX Inc.. - Action: resigned - Role: Director source text: on March 15, 2024, immediately prior to the Closing, Lynne Sullivan, Jason Marks, and Michael Dambach resigned from the board of directors of the Company (the “Board”) and any respective committee of the Board of which they were members. evidence_url: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm - Executive change Jason Marks resigned as Director at BiomX Inc.. - Action: resigned - Role: Director source text: on March 15, 2024, immediately prior to the Closing, Lynne Sullivan, Jason Marks, and Michael Dambach resigned from the board of directors of the Company (the “Board”) and any respective committee of the Board of which they were members. evidence_url: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm - Executive change Lynne Sullivan resigned as Director at BiomX Inc.. - Action: resigned - Role: Director source text: on March 15, 2024, immediately prior to the Closing, Lynne Sullivan, Jason Marks, and Michael Dambach resigned from the board of directors of the Company (the “Board”) and any respective committee of the Board of which they were members. evidence_url: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm - Executive change Jesse Goodman was appointed as Director at BiomX Inc.. - Action: appointed - Role: Director source text: on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm - Governance Changes BiomX Inc.: Filed Certificate of Designation for Series X Non-Voting Convertible Preferred Stock in connection with a private placement (effective 2024-03-14). - Change: charter amendment - Effective: 2024-03-14 source text: On March 14, 2024, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series X Non-Voting Convertible Preferred Stock evidence_url: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm - M&A Transactions BiomX Inc. completed an acquisition involving Adaptive Phage Therapeutics, Inc. (closed 2024-03-15). - Action: acquisition - Counterparty: Adaptive Phage Therapeutics, Inc. - Closing: 2024-03-15 source text: On March 15, 2024, BiomX Inc., a Delaware corporation (the “Company” or “BiomX”), completed its previously announced acquisition (the “Acquisition”) of Adaptive Phage Therapeutics, Inc., a Delaware corporation (“APT”), pursuant to that certain Agreement and Plan of Merger evidence_url: https://www.sec.gov/Archives/edgar/data/1739174/000121390024023201/0001213900-24-023201-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.