BiomX appoints Roy Rousso Chief Business Officer
BiomX Inc. has appointed Roy Rousso as Chief Business Officer, effective July 1, 2026, under a consulting arrangement rather than standard employment.
Rhea-AI Filing Summary
BiomX Inc. has appointed Roy Rousso as Chief Business Officer, effective July 1, 2026, under a consulting arrangement rather than standard employment. He brings over two decades of leadership experience in digital infrastructure, sovereign cloud, private cellular networks, and technology companies.
Under the consulting agreement dated May 20, 2026, Rousso will receive a pro-rated monthly fee of $11,900 for a 70% engagement, an annual performance bonus opportunity of up to 50% of fees paid, and a proposed equity award of 200,000 shares vesting over three years, with accelerated vesting features upon certain terminations or a change of control.
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8-K Event Classification
2 items: 5.02, 9.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Monthly consulting fee: $11,900 per month
Full-time base fee reference: 17,000 per month
Annual bonus opportunity: Up to 50% of base fee
+5 more
8 metrics
Monthly consulting fee
$11,900 per month
Pro-rated to 70% engagement level for Chief Business Officer role
Full-time base fee reference
17,000 per month
Base monthly fee before pro-rating to 70% engagement
Annual bonus opportunity
Up to 50% of base fee
Performance bonus based on milestones and Board discretion
Equity award
200,000 shares
Common stock award vesting over three years from July 1, 2026
Non-compete period
12 months
Non-competition covenant following the engagement
Non-solicitation period
12 months
Non-solicitation covenant following the engagement
Notice period
60 days
Written notice required by either party for termination without cause
Agreement date
May 20, 2026
Date of Consulting Agreement between BiomX and Roy Rousso
Key Terms
Chief Business Officer, Consulting Agreement, change of control, non-competition, +2 more
6 terms
Chief Business Officer financial
"appointed Mr. Roy Rousso, to serve as the. Chief Business Officer, effective July 1, 2026."
A chief business officer (CBO) is the executive responsible for a company's commercial strategy, partnerships, licensing, and business development—essentially the leader who turns technology or products into paying customers and deals. Investors care because the CBO's choices about partnerships, pricing, market entry and revenue models directly influence how fast a company grows and how much future cash flow or value it can deliver; think of the CBO as the company's head coach for winning business and income.
Consulting Agreement financial
"we and Mr. Rousso entered into a Consulting Agreement (the “Agreement”)."
change of control financial
"Upon a termination by the Company without cause or upon a change of control of the Company, the award will instead be treated"
A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.
non-competition financial
"It also includes confidentiality, non-competition (twelve months), and non-solicitation (twelve months) covenants."
A non-competition is a contractual restriction that prevents a person or business from starting or working in a competing business within a specified time and geographic area after leaving a job or completing a transaction. It matters to investors because it acts like a temporary fence around customers, trade secrets and know‑how, helping protect future revenue and company value; weak or unenforceable restrictions can increase the risk of customer loss and competitive erosion.
non-solicitation financial
"non-competition (twelve months), and non-solicitation (twelve months) covenants."
A non-solicitation clause is a contractual promise that one party will not actively try to lure away another party’s employees, customers, or suppliers. For investors, it signals protection of a company’s workforce and client base after a deal or partnership—reducing the risk that key staff or revenue sources will be poached and therefore helping preserve the business’s value, predictability, and post-transaction earnings. Think of it as an agreement not to knock on a neighbor’s door to take their business or team.
indemnification financial
"The Agreement provides indemnification, and directors’ and officers’ liability insurance."
A contractual promise to cover losses, expenses, or legal claims that arise from specified events, such as breaches of representations or third‑party lawsuits. For investors, indemnification matters because it shifts potential financial risk and future cash outflows from one party to another, similar to a friend agreeing to pay your bill if you’re sued, and can affect deal value, expected returns, and contingent liabilities on the balance sheet.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What executive change did BiomX (PHGE) announce on May 27, 2026?
BiomX announced the appointment of Roy Rousso as Chief Business Officer, effective July 1, 2026. He joins under a consulting agreement and brings extensive experience in digital infrastructure, sovereign cloud, private cellular networks, and technology companies from prior senior leadership roles.
How is BiomX (PHGE) compensating new Chief Business Officer Roy Rousso?
Roy Rousso will receive a monthly consulting fee of $11,900, reflecting a 70% engagement level. He is also eligible for an annual performance bonus of up to 50% of base fees paid, subject to milestones, objectives set with the Board, and Board discretion.
What equity award will Roy Rousso receive from BiomX (PHGE)?
Subject to Board approval and a new equity incentive plan, Roy Rousso is entitled to an award of 200,000 BiomX common shares. These shares vest in three equal annual installments on the first, second, and third anniversaries of July 1, 2026, contingent on continued engagement.
How does a change of control affect Roy Rousso’s equity at BiomX (PHGE)?
If BiomX terminates Rousso without cause or a change of control occurs, his 200,000-share award shifts to monthly vesting over three years, and he is credited with an additional six months of service, causing a corresponding portion of the award to accelerate and vest.
What termination and notice terms apply to Roy Rousso’s BiomX (PHGE) consulting agreement?
BiomX may terminate the consulting agreement for cause immediately, or without cause with at least 60 days’ written notice or payment in lieu. Roy Rousso may terminate with at least 60 days’ written notice, providing both sides defined flexibility around ending the engagement.
What restrictive covenants are included in Roy Rousso’s agreement with BiomX (PHGE)?
The consulting agreement includes confidentiality provisions, a twelve-month non-competition covenant, and a twelve-month non-solicitation covenant. It also provides indemnification and directors’ and officers’ liability insurance coverage, aligning protections and obligations with those typically afforded senior executives.
AI-generated analysis. How Rhea-AI works. Not financial advice.
