Chemomab Therapeutics Ltd. filings document a foreign private issuer focused on clinical-stage biotechnology and traded through American Depositary Shares. Its Form 6-K reports furnish operating updates, quarterly and year-end financial results, unaudited consolidated financial statements, management discussion and analysis, and press releases on the nebokitug program in primary sclerosing cholangitis.
The filing record also covers ADS and capital-structure matters, including at-the-market offering arrangements, ADS ratio-adjustment disclosures, shelf registration and equity incentive registration references, and annual general meeting materials. Proxy-related filings describe shareholder voting procedures for ADS holders, director elections, compensation policy approval, authorized share capital amendments, auditor re-appointment, quorum matters, and governance under Israeli company law.
Chemomab Therapeutics Ltd. (CMMB) seeks shareholder approval for a proposed domestication and merger; the proxy/prospectus registers up to 5,000,000 shares of Snowdrift Parent Corporation common stock for issuance under the merger agreement. Chemomab Israel would become Snowdrift Parent’s wholly owned subsidiary, and Scipher would survive a later merger as another wholly owned subsidiary. Snowdrift Parent is expected to be renamed Scipher Medicine Corporation, with shares expected to list on Nasdaq under SCIP. Closing is expected in the fourth quarter of 2026, subject to required approvals, other closing conditions and the Nasdaq listing condition.
The proposed Concurrent PIPE provides for aggregate gross proceeds of at least $30,000,000 and up to $50,000,000, with 100% warrant coverage at 50% of the valuation at which the PIPE is effected. The $10,000,000 raised through Scipher’s Pre-Closing Financing counts toward the minimum; at closing, those notes and accrued interest are to fund PIPE obligations rather than be repaid in cash. Before the PIPE, Chemomab holders and Scipher securityholders are expected to own approximately 32% and 68%. Assuming $30,000,000 in PIPE proceeds, estimated ownership is 26.70%, 56.70% and 16.60% for former Chemomab holders, former 2026 Note holders and PIPE investors, respectively, excluding shares issuable upon exercise of PIPE warrants. Certain Chemomab holders would receive CVRs tied to nebokitug milestones.
Chemomab Therapeutics Ltd., its wholly owned subsidiary Chemomab Parent and Chemomab Parent’s subsidiary Elderwood Ltd. amended their merger agreement to reduce the planned Combined Company shares outstanding immediately after the proposed Merger from 10,000,000 to 5,000,000. The amendment establishes the number of Chemomab Parent shares to be issued in the Domestication Merger; Chemomab said it does not change transaction consideration, economic value or the relative ownership allocation between Chemomab and Scipher. The Domestication Merger is part of Chemomab’s planned U.S. redomiciliation and proposed merger with Scipher.
For CVR holders, Chemomab Parent must provide a high-level written update on each milestone’s status and significant activity within 45 days after each calendar quarter ends during the CVR Agreement term. It may send the report through the Rights Agent, with a copy to the holders’ representative, or include it in a Form 8-K, 10-Q or 10-K. The amendment removes payment-period tolling tied to registration of milestone payments made partly or wholly in Chemomab Parent common stock, and the related requirement to pay those milestones entirely in cash if registration is not effective within 90 days; the CVR Agreement is otherwise unchanged.
Chemomab Therapeutics Ltd. (CMMB) seeks approval for a domestication and merger; the registration covers up to 5,000,000 shares of Snowdrift Parent Corporation common stock. Chemomab Israel would become the Parent’s wholly owned subsidiary, and Scipher Medicine Corporation would merge into it. The Parent is expected to take the name Scipher Medicine Corporation, with its common stock expected to list on the Nasdaq Capital Market as SCIP, subject to official notice of issuance. Closing is expected in the fourth quarter of 2026, subject to required approvals and other conditions.
The concurrent PIPE is for $30,000,000 to $50,000,000 in gross proceeds at a stated $150,000,000 combined-company valuation. A $10,000,000 pre-closing financing counts toward the minimum; Scipher noteholders’ notes and accrued interest will be applied to PIPE obligations instead of repaid in cash, reducing incremental proceeds at closing. Assuming $30,000,000 in PIPE proceeds, former 2026 Note holders, former Chemomab shareholders and PIPE investors are expected to own 56.70%, 26.70% and 16.60%, respectively, excluding shares issuable upon PIPE warrant exercise. Scipher’s 2026 Notes convert to Parent shares; its stock, options, warrants and 2025 Notes are canceled for no consideration. Closing requires approval of Chemomab proposals 1–4 and completion of the PIPE.
Chemomab Therapeutics Ltd. amended its domestication merger agreement with Snowdrift Parent Corporation and Elderwood Ltd., introducing a formula-based exchange ratio to convert Chemomab ordinary shares, including shares represented by ADSs, and outstanding options into Chemomab Parent common stock. The amendment is intended to set the number of shares issued in the domestication so the Combined Company will have an aggregate of 10,000,000 shares outstanding immediately following the Merger closing. Chemomab states that the adjustment does not change transaction consideration, economic value or the relative ownership allocation between Chemomab and Scipher.
The Merger with Scipher is expected to be completed in the fourth calendar quarter of 2026. If completed, Scipher’s business will combine with Chemomab’s in Chemomab Parent, whose common stock is expected to list on the Nasdaq Capital Market under the ticker SCIP. Chemomab Parent is expected to take the Scipher Medicine Corporation name and be led by CEO Reginald Seeto; Chemomab co-founder and CEO Adi Mor, PhD, will join the Combined Company’s board.
Chemomab Therapeutics Ltd. (symbol: CMMB) is the issuer of record for a Form S-4 filing submitted to the SEC.
Chemomab Therapeutics Ltd. (CMMB) received an amended Schedule 13D from HBM Healthcare Investments (Cayman) Ltd., which reports beneficial ownership of 80,971,680 Ordinary Shares, representing 12.5% of Chemomab’s outstanding ordinary shares, with sole voting and dispositive power over this stake.
The filing explains that HBM holds American Depositary Shares, with each ADS representing 80 Ordinary Shares, and therefore reports ownership in terms of Ordinary Shares. On September 7, 2026, HBM notified Chemomab that it elected to exercise its Pre-Funded Warrants in order to carry out its voting obligations under an existing Shareholder Support Agreement.
Chemomab Therapeutics Ltd. (CMMB) director Neil Harris Cohen reported both share sales and option awards. He sold 1,000 American Depositary Shares at $2.80 on August 28, 2026 and 1,304 ADS at $2.85 on August 27, 2026. Cohen also reported multiple prior grants of stock options to purchase ADS, many of which are noted as fully vested and exercisable as of this report.
Chemomab Therapeutics Ltd. (CMMB) reported unaudited results for the six months ended June 30, 2026, with a net loss of $3.94 million versus $5.38 million a year earlier. Research and development expenses fell to $2.07 million (from $3.78 million), while general and administrative expenses were $2.02 million. Cash, cash equivalents and short-term deposits totaled $6.7 million, and net cash used in operating activities was $3.74 million, prompting management to state that these factors raise substantial doubt about the company’s ability to continue as a going concern without new funding.
Chemomab disclosed a definitive merger agreement with Scipher Medicine, involving a U.S. domestication and combination under Snowdrift Parent Corporation, with Scipher investors committing to a Concurrent PIPE Investment of at least $30 million as a closing condition. After the merger and before the PIPE, former Scipher securityholders are expected to own about 68% and Chemomab holders about 32% of the combined company on a fully diluted basis. Existing Chemomab ADS and vested option holders will receive contingent value rights (CVRs) tied to milestones for nebokitug. The combined company plans a Phase 2 precision-medicine trial of nebokitug in rheumatoid arthritis, targeting initiation in 2027 and a 12‑week data readout in 2028.
Chemomab Therapeutics Ltd. is reported to have a significant shareholder, Touchstone Global Investments Pty Ltd of Australia. Touchstone reports beneficial ownership of 377,814 American Depositary Shares (ADSs), each ADS representing 80 ordinary shares. This holding represents 5.2% of the outstanding ADSs of this class.
Touchstone reports sole voting power and sole dispositive power over all 377,814 ADSs, with no shared voting or dispositive power. The position is reported on a Schedule 13G, indicating a passive ownership filing status as of the reported date.
Chemomab Therapeutics Ltd. investor Erik Otto filed an amended Schedule 13G reporting his beneficial ownership of the company’s American Depository Shares (ADSs). He reports beneficial ownership of 90,000 ADSs, each ADS representing twenty ordinary shares with no par value.
Based on 7,200,377 ADSs outstanding as of May 14, 2026, this position represents 1.2% of the class. Otto reports sole voting power and sole dispositive power over all 90,000 ADSs, with no shared voting or dispositive power. The holding is explicitly disclosed as ownership of 5 percent or less of the class.