{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-25-126161","form_type":"8-K","ticker":"PHGE","cik":"0001739174","company_name":"BiomX Inc.","filed_at":"2025-12-29T23:59:59+00:00","discovered_at":"2026-05-14T18:02:40.288431+00:00","generated_at":"2026-05-16T12:07:07.871225+00:00","sec_items":["1.01","3.02","9.01"],"event_type":"other_material","sentiment":"negative","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"BiomX raises $3.0M in private placement of Series Y Preferred and warrants","bullets":["Gross proceeds $3.0M from sale of 3,300 shares Series Y Convertible Preferred (stated value $1,000/share) and warrants for 3.3M common shares.","Warrants exercisable at $2.00/share for 5 years; conversion price for preferred also initially $2.00.","Series Y Preferred carries 15% annual dividend payable quarterly in cash or common stock, maturity 1 year.","Investor gets board representation: one director if owns ≥9.99% of common; second director if ≥19.99% after stockholder approval.","Stockholders' meeting required within 60 days to approve issuance of shares exceeding 19.99% of outstanding common."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-25-126161","json":"https://secwatch.observer/filing/0001213900-25-126161.json","markdown":"https://secwatch.observer/filing/0001213900-25-126161.md","text":"https://secwatch.observer/filing/0001213900-25-126161.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/ea0271117-8k_biomx.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T12:07:07.871225+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"2b3c97851506f2d17b1bb01ad2b8659a4af37b1e","claim":"BiomX Inc. entered into Securities Purchase Agreement with an investor valued at $3.0 million (effective 2025-12-26).","evidence_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001185185-26-002273","ticker":"DGAC","company_name":"DISCIPLINED GROWTH ACQUISITION Corp","filed_at":"2026-06-01T20:15:34+00:00","headline":"Disciplined Growth Acquisition Corp. closes $150M IPO on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001185185-26-002273","json":"https://secwatch.observer/filing/0001185185-26-002273.json","markdown":"https://secwatch.observer/filing/0001185185-26-002273.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/dgac8k052926.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","comparable_excerpt":"A Share Rights Agreement, dated May 26, 2026, by and between the Company and Odyssey Transfer and Trust Company, as rights agent","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2111038/000118518526002273/0001185185-26-002273-index.htm"}},{"accession":"0001683168-26-004423","ticker":"CITR","company_name":"CitroTech Inc.","filed_at":"2026-06-01T20:15:28+00:00","headline":"CitroTech exchanges all Series A Preferred for Series C Convertible; BoltRock gets board rights","event_type":"other_material","sec_items":["1.01","3.02","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001683168-26-004423","json":"https://secwatch.observer/filing/0001683168-26-004423.json","markdown":"https://secwatch.observer/filing/0001683168-26-004423.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/894556/000168316826004423/0001683168-26-004423-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/894556/000168316826004423/citro_8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","comparable_excerpt":"On May 28, 2026, CitroTech Inc., a Wyoming corporation (the “Company”), entered into Stock Exchange and Stockholders Agreements (the “Exchange Agreements”) with the holders (the “Holders”) of the Company’s outstanding Series A Preferred Stock","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/894556/000168316826004423/0001683168-26-004423-index.htm"}},{"accession":"0001829126-26-004879","ticker":"SAGU","company_name":"Shreya Acquisition Group","filed_at":"2026-05-11T23:59:59+00:00","headline":"Shreya Acquisition Group closes $110M IPO, 11M units at $10 each on NYSE","event_type":"other_material","sec_items":["1.01","3.02","5.02","5.03","8.01","9.01"],"materiality_score":0.7,"calibrated_materiality_score":0.7,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001829126-26-004879","json":"https://secwatch.observer/filing/0001829126-26-004879.json","markdown":"https://secwatch.observer/filing/0001829126-26-004879.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/0001829126-26-004879-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/shreyaacq_8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","comparable_excerpt":"Private Units Subscription Agreement, dated May 6, 2026, by and between the Company and the Sponsor, a copy of which is attached as Exhibit 10.4 and incorporated herein by reference","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2083452/000182912626004879/0001829126-26-004879-index.htm"}},{"accession":"0001104659-26-057460","ticker":"CLRB","company_name":"Cellectar Biosciences, Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Cellectar raises ~$35M via stock/warrant offering; reports positive 12-mo Phase 2b WM data","event_type":"other_material","sec_items":["1.01","3.02","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057460","json":"https://secwatch.observer/filing/0001104659-26-057460.json","markdown":"https://secwatch.observer/filing/0001104659-26-057460.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1279704/000110465926057460/0001104659-26-057460-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1279704/000110465926057460/tm2613728d1_8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","comparable_excerpt":"pursuant to an additional securities purchase agreement with certain members of the executive management team of the Company (the “Management Purchase Agreement”","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1279704/000110465926057460/0001104659-26-057460-index.htm"}},{"accession":"0001104659-26-057976","ticker":"XRN","company_name":"Chiron Real Estate Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Chiron Real Estate enters $100M preferred equity deal with Maewyn XRN LP","event_type":"other_material","sec_items":["1.01","3.02","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057976","json":"https://secwatch.observer/filing/0001104659-26-057976.json","markdown":"https://secwatch.observer/filing/0001104659-26-057976.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1533615/000110465926057976/0001104659-26-057976-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1533615/000110465926057976/tm2613926d1_8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","comparable_excerpt":"In connection with the Private Placement, on May 6, 2026, the Company and the Purchasers entered an Investor Rights Agreement.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1533615/000110465926057976/0001104659-26-057976-index.htm"}},{"accession":"0001493152-26-021863","ticker":"AIM","company_name":"AIM ImmunoTech Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"AIM ImmunoTech expects ~$4.2M gross from warrant inducement at $0.48/share; new warrants at $0.60","event_type":"other_material","sec_items":["1.01","3.02","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-021863","json":"https://secwatch.observer/filing/0001493152-26-021863.json","markdown":"https://secwatch.observer/filing/0001493152-26-021863.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/946644/000149315226021863/0001493152-26-021863-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/946644/000149315226021863/form8-k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","comparable_excerpt":"On May 7, 2026, AIM ImmunoTech Inc. (the “Company”) entered into a warrant exercise inducement offer letter agreement (the “Inducement Letter”) with holders (the “Holders”) of (i) Class A and Class B common stock purchase warrants issued on May 31, 2024","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/946644/000149315226021863/0001493152-26-021863-index.htm"}},{"accession":"0001493152-26-022034","ticker":"AREB","company_name":"AMERICAN REBEL HOLDINGS INC","filed_at":"2026-05-08T23:59:59+00:00","headline":"American Rebel exchanges $1.77M preferred & note for ~5.97M common shares to Streeterville","event_type":"other_material","sec_items":["1.01","3.02","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-022034","json":"https://secwatch.observer/filing/0001493152-26-022034.json","markdown":"https://secwatch.observer/filing/0001493152-26-022034.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1648087/000149315226022034/0001493152-26-022034-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1648087/000149315226022034/form8-k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","comparable_excerpt":"Streeterville\nSeries E Preferred Exchange Agreements On\nApril 30, 2026, the Company entered into three Exchange Agreements (the “Exchanges”) with Streeterville.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1648087/000149315226022034/0001493152-26-022034-index.htm"}},{"accession":"0001899287-26-000047","ticker":"AMPX","company_name":"Amprius Technologies, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Amprius exchanges 7.1M public warrants for common stock; closing May 18, 2026","event_type":"other_material","sec_items":["1.01","3.02","9.01"],"materiality_score":0.65,"calibrated_materiality_score":0.65,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 3.02, 9.01","same event type: other_material","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001899287-26-000047","json":"https://secwatch.observer/filing/0001899287-26-000047.json","markdown":"https://secwatch.observer/filing/0001899287-26-000047.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1899287/000189928726000047/0001899287-26-000047-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1899287/000189928726000047/ampx-20260506.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On December 26, 2025, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an investor (the “Investor”), pursuant to which the Company agreed to issue and sell, in a private placement transaction, an aggregate of 3,300 shares of the Company’s newly created Series Y Convertible Preferred Stock, par value $0.0001 per share (the “Series Y Preferred Stock”), with an aggregate stated value of $3.3 million, and warrants to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for expected aggregate gross proceeds to the Company of $3.0 million, before deducting placement agent fees and other offering expenses.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1739174/000121390025126161/0001213900-25-126161-index.htm","comparable_excerpt":"On May 6, 2026, Amprius Technologies, Inc. (the “Company”) entered into Warrant Exchange Agreements (the “Exchange Agreements”) with certain institutional holders (the “Public Warrant Holders”) of the Company’s public warrants","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1899287/000189928726000047/0001899287-26-000047-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}