secwatch / observer

BiomX Inc. — fact timeline

Source-grounded facts extracted from BiomX Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

PHGE BiomX Inc. JSON
Listing & Compliance Notices

BiomX Inc. received a nyse_american extension granted notice regarding stockholders equity (rules 1003(a)(i), 1003(a)(ii), 1003(a)(iii)).

“iod through September 25, 2027 to regain compliance with the applicable continued listing standards. As previously disclosed, on March 25, 2026, the Company received written notice from NYSE Regulation that the Company was not in compliance with the continued listing standards set forth in Sections 1003(a)(i), 1003(a)(ii) and 1003(a)(iii) of the NYSE American LLC Company Guide (the “Company Guide”), which require a listed company to maintain specified levels of stockholders’ equity. The notice was based on the Company’s reported stockholders’ deficit of $(1,302,000) as of December 31, 2025 and”
Equity Issuances

BiomX Inc. issued up to 2,000,000 shares of Common Stock of warrant to Mandragola Ltd. for additional consideration for making the Credit Line available.

“As additional consideration for making the Credit Line available, the Company also issued to Mandragola a five-year warrant to purchase up to 2,000,000 shares of Common Stock at an exercise price of $12.00 per share, with a cashless exercise feature.”
Equity Issuances

BiomX Inc. issued 1,013,637 restricted shares of common stock of common stock to three individual assignees upon partial conversion of a convertible promissory note originally issued to Mandragola Ltd. for conversion of approximately $379,000 in principal amount.

“NYSE American. The warrant was issued to Mandragola in reliance on Section 4(a)(2) of the Securities Act. The Conversion Shares were issued upon the conversion of approximately $379,000 in principal amount extended by Mandragola. The Conversion Shares have not been registered under the Securities Act of 1933 (as amended, the “Securities Act”) or under any state”

Roy Rousso was appointed as Chief Business Officer at BiomX Inc..

“On May 27, 2026, the Board of Directors of BiomX Inc. (“we,” “us,” “our,” “BiomX” or the “Company”) appointed Mr. Roy Rousso, to serve as the Chief Business Officer, effective July 1, 2026.”
Material Agreements

BiomX Inc. entered into Stock Purchase & Assignment Agreement with Mandragola Ltd (effective 2026-04-13).

“On April 13, 2026, the Company entered into and simultaneously closed on a Stock Purchase & Assignment Agreement (the “SPA”) with Mandragola”
M&A Transactions

BiomX Inc. completed an acquisition involving Mandragola Ltd for a cash payment of Seven Hundred Fifty Thousand Dollars ($750,000); the issuance of an unsecured convertible promissory note in the principal amount of Three Mil (closed 2026-04-13).

“delivery. In consideration for the Purchased Shares, the Company agreed to the following consideration to Mandragola: (i) a cash payment of Seven Hundred Fifty Thousand Dollars ($750,000), of which Four Hundred Fifty Thousand ($450,000) was advanced by the Company; (ii) the issuance of an unsecured convertible promissory note in the principal amount of Three”
Equity Issuances

BiomX Inc. issued 1,300,000 shares of common stock of common stock to Water IO for acquisition.

“the Company issued 1,300,000 shares of common stock to Water IO in reliance upon Section 4(a)(2) of the Securities Act of 1933, as amended”
Material Agreements

BiomX Inc. entered into Stock Purchase Agreement with Water IO Ltd. valued at $1,250,000 (effective 2026-04-10).

“On April 10, 2026, BiomX Inc. (NYSE American: PHGE) (the “Company”) entered into and simultaneously closed a definitive Stock Purchase Agreement (the “SPA”) with Water IO Ltd. (“Water IO”), a publicly traded Israeli company listed on the Tel Aviv Stock Exchange, pursuant to which the Company acquired 100% of the issued and outstanding share capital of Zorro Net Ltd.”
M&A Transactions

BiomX Inc. completed an acquisition involving Water IO Ltd. for 1,300,000 shares of common stock ; and a non-convertible promissory note in the amount of $1,250,000 (closed 2026-04-10).

“active engagements with Elbit Systems Ltd (TASE/Nasdaq: ESLT) and other top Israel’s preeminent defense prime contractors. As consideration, the Company issued to Water IO: (i) 1,300,000 shares of common stock ; and (ii) a non-convertible promissory note in the amount of $1,250,000 , bearing interest at the short-term applicable federal rate, payable July 7, 2026.”
Material Agreements

BiomX Inc. entered into Option and Undertaking Agreement with Mandragola Ltd (effective 2026-03-31).

“On March 31, 2026, BiomX Inc., a Delaware corporation (“BiomX” or the “Company”)) and Mandragola Ltd, a company formed under the laws of the State of Israel (“Mandragola), entered into an Option and Undertaking Agreement (the “Option Agreement”)”
Listing & Compliance Notices

BiomX Inc. received a nyse_american deficiency notice notice regarding stockholders equity (rules 1003(a)(i), 1003(a)(ii), 1003(a)(iii)).

“March 25, 2026, BiomX, Inc, a Delaware corporation (the “Company”), received a written notice (the “Notice”) from the NYSE American LLC (the “NYSE American”) indicating that the Company is not in compliance with the NYSE American continued listing standards set forth in Section 1003(a)(i) of the NYSE American Company Guide (the “Company Guide”) requiring a company to have stockholders’ equity of at least $2.0 million if it has reported losses from continuing operations and/or net losses in two of its three most recent fiscal years, Section 1003(a)(ii) of the Company Guide requiring a company t”
Material Agreements

BiomX Inc. amended Warrant Amendment with the Investor (effective 2026-03-13).

“On March 13, 2026, the Company and the Investor entered into an amendment to the Warrant (the “Warrant Amendment”), pursuant to which, the Investor and the Company agreed to (i) amend the term of the Warrant, such that the Warrant will expire on December 31, 2026, (ii) reduce the exercise price of the Warrant from $2.00 to $1.00 per share, and (iii) revise the method of determining the number of shares of Common Stock issuable upon a cashless exercise of the Warrant such that the number of shares of Common Stock issuable upon cashless exercise will be determined by reference, where applicable, to the lowest VWAP on the five (5) trading days immediately preceding the date on which the notice of exercise is submitted to the Company, rather than the VWAP on the day immediately preceding the date on which the notice of exercise is submitted.”
M&A Transactions

BiomX Inc. completed a disposition involving Trustee (closed 2026-02-04).

“On February 4, 2026, the Trustee notified BiomX Ltd.’s Chief Executive Officer and Chief Financial Officer that their roles as officers of BiomX Ltd. had been terminated. The Company determined that the termination is considered as a change of control as of February 4, 2026, and that BiomX Ltd. should be deconsolidated from the Company’s consolidated financial statements. The deconsolidation of BiomX Ltd. is considered a disposition of a significant amount of assets under Item 2.01 of Form 8-K.”
Governance Changes

BiomX Inc.: Filed Certificate of Designations for Series Y Convertible Preferred Stock, creating a new series of preferred stock with specific rights and preferences (effective 2026-01-13).

“On January 13, 2026, the Company filed a Certificate of Designations of Series Y Convertible Preferred Stock (the “Certificate of Designations”) with the Secretary of State of the State of Delaware”
Material Agreements

BiomX Inc. terminated Lease Agreement with ARE-708 Quince Orchard, LLC (effective 2025-12-31).

“On December 31, 2025, APT entered into a Seventh Amendment to Lease Agreement (the “Seventh Amendment”) with the Landlord in settlement of such claims. Pursuant to the Seventh Amendment, among other things, (i) the Lease was terminated effective December 31, 2025”
Equity Issuances

BiomX Inc. issued warrants to purchase up to an aggregate number of shares of Common Stock equal to 200% of the number of shares of Common Stock issuable upon conversion of the S of warrant to the Investor for issued in connection with the private placement of Series Y Preferred Stock.

“Pursuant to the Securities Purchase Agreement, the Company also agreed to issue to the Investor warrants to purchase up to an aggregate number of shares of Common Stock equal to 200% of the number of shares of Common Stock issuable upon conversion of the Series Y Preferred Stock (the “Warrants”), i.e., 3,300,000 shares of Common Stock.”
Equity Issuances

BiomX Inc. issued 3,300 shares of Series Y Convertible Preferred Stock of preferred stock to an investor for expected aggregate gross proceeds of $3.0 million.

“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.”
Material Agreements

BiomX Inc. entered into Securities Purchase Agreement with an investor valued at $3.0 million (effective 2025-12-26).

“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.”
Governance Changes

BiomX Inc.: Board approved a 1:19 reverse stock split and authorized filing of a certificate of amendment to the certificate of incorporation, effective 12:01 a.m. ET on November 25, 2025 (effective 2025-11-25).

“On November 13, 2025, the Board approved a one-for-nineteen (1:19) reverse stock split (the “Reverse Stock Split”) of the outstanding shares of Common Stock, and authorized the filing of a certificate of amendment to the Certificate of Incorporation with the Secretary of State of the State of Delaware (the “Certificate of Amendment”) to effect the Reverse Stock Split. The Company plans to file the Certificate of Amendment to effect the Reverse Stock Split as of 12:01 a.m. Eastern Time on November 25, 2025 (the “Effective Time”).”

Marina Wolfson was appointed as Chief Financial Officer at BiomX Inc..

“following Ms. Marina Wolfson’s return from maternity leave”

Avraham Gabay departed as Interim Chief Financial Officer at BiomX Inc..

“Effective May 31, 2024, Mr. Avraham Gabay’s term as Interim Chief Financial Officer of the Company will conclude”
Governance Changes

BiomX Inc.: Eliminated requirements that the Board and its committees be comprised of an odd number of directors by amending Sections 1, 2, and 14 of Article II of the Amended and Restated Bylaws (effective 2024-04-11).

“On April 11, 2024, the Board approved amendments to the Company’s Amended and Restated Bylaws (as so amended, the “Amended Bylaws”), effective as of such date, to eliminate the requirements that the Board and its committees be comprised of an odd number of directors. The Amended Bylaws amend Sections 1, 2 and 14 of Article II of the Amended and Restated Bylaws to delete such requirements.”

Susan Blum was appointed as Class II Director at BiomX Inc..

“increased the size of the Board to eight members and appointed Susan Blum to serve as a Class II Director of the Company, with a term expiring at the Company’s annual meeting of stockholders in 2025, in order to fill the resulting vacancy on the Board.”
Earnings Releases

BiomX Inc. reported financial results for fourth quarter and full year ended December 31, 2023.

“On April 3, 2024, BiomX Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter ended December 31, 2023.”
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).

“On March 14, 2024, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series X Non-Voting Convertible Preferred Stock”
M&A Transactions

BiomX Inc. completed an acquisition involving Adaptive Phage Therapeutics, Inc. (closed 2024-03-15).

“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”

Gregory Merril was appointed as Director at BiomX Inc..

“on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors.”

Jonathan Leff was appointed as Director at BiomX Inc..

“on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors.”

Jesse Goodman was appointed as Director at BiomX Inc..

“on March 15, 2024, effective upon the Closing, Dr. Jesse Goodman, Jonathan Leff and Gregory Merril were appointed to the Board as directors.”

Michael Dambach resigned as Director at BiomX Inc..

“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.”

Jason Marks resigned as Director at BiomX Inc..

“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.”

Lynne Sullivan resigned as Director at BiomX Inc..

“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.”
Material Agreements

BiomX Inc. entered into Agreement and Plan of Merger with Adaptive Phage Therapeutics, Inc. (effective 2024-03-06).

“On March 6, 2024, BiomX Inc., Inc., a Delaware corporation (the “Company” or “BiomX”), entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, BTX Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (“First Merger Sub”), BTX Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Second Merger Sub”), and Adaptive Phage Therapeutics, Inc., a Delaware corporation (“APT”).”
Material Agreements

BiomX Inc. terminated Open Market Sale Agreement SM with Jefferies LLC valued at aggregate offering price of up to $50,000,000 (as later reduced to $19,950,000) (effective 2023-12-07).

“On December 7, 2023, the Company and Jefferies LLC, or Jefferies, entered into a Termination and Waiver Agreement providing for the termination of the Open Market Sale Agreement SM , dated December 4, 2020, or the Sales Agreement, between the Company and Jefferies.”
Material Agreements

BiomX Inc. entered into At the Market Offering Agreement with H.C. Wainwright & Co., LLC valued at up to $7.5 million (effective 2023-12-07).

“On December 7, 2023, BiomX Inc., or the Company, entered into an At the Market Offering Agreement, or the Offering Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, as manager, pursuant to which the Company may issue and sell shares of its common stock, $0.0001 par value per share, or Common Stock, having an aggregate offering price of up to $7.5 million from time to time through Wainwright.”
Earnings Releases

BiomX Inc. reported financial results for for the third quarter ended September 30, 2023.

“On November 14, 2023, BiomX Inc. (the "Company") issued a press release announcing its financial results for the third quarter ended September 30, 2023.”

Eddie Williams was appointed as Class I Director at BiomX Inc..

“On October 12, 2023, the Board of Directors (the “Board”) of BiomX Inc. (the “Company”), pursuant to a recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Eddie Williams to serve as Class I Director of the Company, with a term expiring at the Company’s 2024 annual meeting of stockholders, in order to fill an existing vacancy on the Board.”
Shareholder Votes

BiomX Inc. shareholders approved Authorization of the Company's board of directors to amend the certificate of incorporation to effect a reverse stock split of the Company's outstanding Common Stock at any ratio between 1-for-5 and 1-for-10 at the 2023-08-28 meeting.

“Proposal No. 2- Authorization of the Company's board of directors to amend the certificate of incorporation to effect a reverse stock split of the Company's outstanding Common Stock at any ratio between 1-for-5 and 1-for-10.”
Shareholder Votes

BiomX Inc. shareholders approved Approval of an amendment to the Company's 2019 incentive plan to allow the board to effect one or more option exchanges at the 2023-08-28 meeting.

“Proposal No. 1- Approval of an amendment to the Company's 2019 incentive plan to allow the board to effect one or more option exchanges.”
Shareholder Votes

BiomX Inc. shareholders approved Ratification of Selection of Independent Registered Public Accounting Firm For Fiscal Year 2023 at the 2023-06-20 meeting.

“Proposal No. 2-Ratification of Selection of Independent Registered Public Accounting Firm For Fiscal Year 2023 The Company’s stockholders voted to ratify the selection of Kesselman & Kesselman, Certified Public Accountants (Isr.), a member firm of PricewaterhouseCoopers International Limited, as the independent registered public accounting firm for the fiscal year ending December 31, 2023. Voted For Voted Against Abstain Broker Non-Votes 16,462,401 222,000 750 N/A”
Shareholder Votes

BiomX Inc. shareholders approved Election of Class III Directors at the 2023-06-20 meeting.

“Proposal No. 1-Election of Directors The Company’s stockholders voted to elect the following persons to the board of directors of the Company as Class III directors to serve until the 2026 Annual Meetings of Stockholders, respectively: Nominee Votes For Votes Withheld Broker Non-Votes Dr. Russell Greig 11,855,383 188,098 4,641,670 Jonathan Solomon 11,992,906 50,575 4,641,670 Lynne Sullivan 11,854,073 189,408 4,641,670”
Listing & Compliance Notices

BiomX Inc. received a nyse_american delisting notice notice regarding other (rules 1001).

“y’s common stock or units. Trading in the Company’s common stock (ticker symbol PHGE) and units (ticker symbol PHGE.U), will continue on the NYSE American. The NYSE justified its determination to commence proceedings to delist the Warrants because they are no longer suitable for listing pursuant to Section 1001 of the NYSE American Company due to the low trading price of the Warrants. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BIOMX INC. June 8”

Michael E. Dambach was appointed as Class II Director at BiomX Inc..

“On May 11, 2023, the Board of Directors of the Company (the “Board”), pursuant to a recommendation of the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”), appointed each of Jason M. Marks and Michael E. Dambach to serve as Class II Directors of the Company, with terms expiring at the Company’s 2025 annual meeting of stockholders, in order to fill two of the three existing vacancies on the Board.”

Jason M. Marks was appointed as Class II Director at BiomX Inc..

“On May 11, 2023, the Board of Directors of the Company (the “Board”), pursuant to a recommendation of the Nominating and Corporate Governance Committee of the Board (the “Nominating Committee”), appointed each of Jason M. Marks and Michael E. Dambach to serve as Class II Directors of the Company, with terms expiring at the Company’s 2025 annual meeting of stockholders, in order to fill two of the three existing vacancies on the Board.”
Shareholder Votes

BiomX Inc. shareholders approved Approval of the issuance of up to 24,632,245 shares of Common Stock, composed of Shares and Shares underlying pre-funded warrants, in accordance with the Securities Purchase Agreement dated February 22, 2023 at the 2023-04-24 meeting.

“The Company’s stockholders voted to approve the issuance of up to 24,632,245 shares of Common Stock, par value $0.0001 each (“Shares”), composed of Shares and Shares underlying pre-funded warrants, in accordance with the Securities Purchase Agreement dated February 22, 2023, in order to comply with the listing rules of the NYSE American. Voted For Voted Against Abstain Broker Non-Votes 13,535,908 691,362 29,429 0”
Earnings Releases

BiomX Inc. reported financial results for fourth quarter and full year ended December 31, 2022.

“On March 29, 2023, BiomX Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter ended December 31, 2022.”
Material Agreements

BiomX Inc. entered into Registration Rights Agreement with the investors participating in the Offering (effective 2023-02-27).

“As a condition to the closing, on February 27, 2023, the Company entered into a Registration Rights Agreement with the investors participating in the Offering.”
Material Agreements

BiomX Inc. entered into SPA valued at approximately $1.5 million (effective 2023-02-22).

“On February 22, 2023, BiomX Inc. (the “ Company ”) entered into a Securities Purchase Agreement (the “ SPA ”) relating to a private placement (the “ Offering ”) of an aggregate of 30,608,164 shares of the Company’s common stock (“ Shares ”), including shares issuable upon the exercise of pre-funded warrants (“ Pre-Funded Warrants ”) to purchase additional shares of the Company’s common stock (each, a “ Security ” and collectively, the “ Securities ”), at a purchase price of $0.245 per Share and $0.244 per Pre-Funded Warrant. On February 27, 2023, the Company completed the first closing of the Offering and issued an aggregate of 5,975,919 Securities for gross proceeds of approximately $1.5 million.”
Material Agreements

BiomX Inc. entered into Securities Purchase Agreement with accredited and non-U.S. investors valued at approximately $7.5 million gross proceeds (effective 2023-02-22).

“On February 22, 2023, BiomX Inc. (the “ Company ”) executed a definitive Securities Purchase Agreement (the “ SPA ”) with accredited and non-U.S. investors relating to a private placement (the “ Offering ”) of an aggregate of 30,608,163 shares of the Company’s common stock (“ Shares ”), including shares issuable upon the exercise of pre-funded warrants (“ Pre-Funded Warrants ”) to purchase additional shares of the Company’s common stock (each, a “ Security ” and collectively, the “ Securities ”), at a purchase price of $0.245 per Share and $0.244 per Pre-Funded Warrant.”

Dr. Gbola Amusa resigned as Director at BiomX Inc..

“On January 5, 2023, Jonas Grossman and Dr. Gbola Amusa each resigned from the Board of Directors (the “Board”) of BiomX Inc. (the “Company”), for personal reasons, effective immediately.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.