BiomX Inc. 8-K Filings

BiomX Inc. (PHGE) reported that it will change its corporate name to Tessera Defense and Homeland Security Inc., effective at 12:01 a.m. ET on September 11, 2026, following approval by its Board of Directors. Under Delaware law, no stockholder approval is required, and the company plans to file a certificate of amendment to its charter to implement the change.

On September 11, 2026, the common stock will begin trading on the NYSE American under the new ticker symbol HLSQ, and will trade under PHGE until then. The shares will be identified by CUSIP 09090D 608, which is being assigned in connection with a previously announced one-for-ten reverse stock split expected to become effective on September 9, 2026 and will not change as a result of the name change. The company states that the name change and reverse stock split are separate corporate actions, do not affect stockholder rights, and require no action or certificate exchange by stockholders.

BiomX Inc. (PHGE) is implementing a one-for-ten reverse stock split of its common stock. The Board fixed the split ratio at 1-for-10 and expects it to become effective at 12:01 a.m. Eastern Time on September 9, 2026, after filing a Certificate of Amendment in Delaware that also reduces authorized common shares from 750,000,000 to 150,000,000.

Each block of ten pre-split shares will be combined into one post-split share, reducing outstanding common stock from approximately 27.3 million shares as of August 31, 2026 to approximately 2.7 million, without changing par value. Holders of record who would otherwise receive fractional shares will receive one whole share instead, while fractional interests for beneficial owners in street name will be handled under nominee procedures. Proportionate adjustments will apply to outstanding warrants, convertible instruments and equity awards, and the reverse split is expected to affect all stockholders uniformly aside from minor changes from fractional share treatment.

BiomX Inc. (PHGE) announced a 1-for-10 reverse stock split of its common stock. The Board set the ratio on August 28, 2026, after prior stockholder approval of a reverse split in the range of 1-for-5 to 1-for-20, together with a reduction in authorized shares.

The reverse split and related Certificate of Amendment are expected to become effective at 12:01 a.m. ET on September 9, 2026, with trading on the NYSE American beginning on a split-adjusted basis that day. Each 10 pre-split shares will be combined into 1 post-split share, reducing outstanding shares from approximately 26.7 million to approximately 2.7 million, while authorized common shares will decrease from 750,000,000 to 150,000,000. Fractional shares will be rounded up to the next whole share, and percentage ownership will remain essentially unchanged aside from rounding effects.

BiomX Inc. (PHGE) reported results of a Special Meeting of Stockholders held on August 25, 2026. As of the August 10, 2026 record date, 26,559,607 shares of common stock were outstanding and entitled to vote, with 9,813,430 shares present, representing 36.9% of eligible shares and constituting a quorum.

Stockholders approved the issuance of common stock and related securities to Mandragola Ltd. in connection with acquiring controlling equity interests in Dr. Frucht Systems Ltd., including securities linked to a Line of Credit and a potential Revenue Bonus. They also approved a reverse stock split authorization at a ratio between 1-for-5 and 1-for-20, to be implemented at the Board’s discretion before the first anniversary of the Special Meeting; if implemented, authorized common shares would decrease from 750,000,000 to 150,000,000. Stockholders ratified Barzily & Co. as independent registered public accounting firm for the fiscal year ending December 31, 2026 and approved an adjournment proposal, though no adjournment was needed.

BiomX Inc. entered into a Share Purchase and Option Agreement with Mayers Ventures LLC to acquire 324,573 MEA shares, representing 10% of M.E.A. Testing Systems Ltd. and its affiliated Indian company. As consideration, BiomX will pay $50,000 and issue 1,300,000 restricted BiomX common shares, with closing subject to NYSE American approval of a supplemental listing application and execution of an exclusive, perpetual worldwide license to the MEA Companies’ technology, including drone testing solutions.

BiomX also received an exclusive option, exercisable through June 30, 2028, to acquire approximately 78.9% additional MEA equity from Motomova Inc. The option price will equal either 2× net revenue or 4× EBITDA of the MEA Companies for the year ending December 31, 2027, multiplied by the percentage acquired, payable in cash, BiomX stock, or both on a cash-free, debt-free basis. Until the option expires, Mayers agreed to non-solicitation covenants restricting competing sale proposals for MEA.

BiomX Inc. amended a $1,250,000 promissory note issued to Water IO Ltd. in connection with its April 10, 2026 acquisition of ZorroNet Ltd. The note’s maturity was extended from July 10, 2026 to November 1, 2026.

Under the amendment, BiomX will pay $250,000 of principal within two business days after execution, then four monthly installments of $250,000 on August 1, September 1, October 1 and November 1, 2026, with the outstanding balance continuing to bear interest at the short-term Applicable Federal Rate, payable with the final installment.

In full satisfaction of accrued interest and as consideration for the payment delay and waiver, BiomX agreed to issue 800,000 restricted common shares to Water IO, subject to NYSE American additional listing clearance and written corporate approvals, with an August 31, 2026 longstop after which this amount is payable in cash instead of shares.

Water IO irrevocably waived, retroactive to the original maturity date, any default, event of default or acceleration rights arising from non-payment at maturity and confirmed the note has not been accelerated. An independent BiomX director also serves as an independent director of Water IO; the amendment was approved by the BiomX board and Audit Committee under its related person transaction policy, with the interested director abstaining.

BiomX Inc. reports that NYSE American views its acquisition of a 60% interest in Dr. Frucht Systems Ltd. and a related up to $2,000,000 revolving line of credit from Mandragola Ltd. as related transactions under Section 712 of the NYSE American Company Guide. In connection with a partial conversion of a convertible promissory note under this line, BiomX had issued 1,013,637 restricted common shares on June 2, 2026 based on a principal amount of $379,000.

To regain compliance with Section 712’s stockholder-approval requirement, BiomX and the holders agreed to cancel all 1,013,637 conversion shares pending shareholder approval. The cancellation was completed on July 10, 2026, and the shares were returned to treasury and are no longer outstanding. BiomX plans to seek stockholder approval of the issuances in the related transactions at a stockholder meeting, but notes there is no assurance that such approval will be obtained or that the company will maintain compliance with NYSE American listing standards.

BiomX Inc. reported a change in its independent auditor. On July 1, 2026, the Audit Committee and Board dismissed Kesselman & Kesselman, a member firm of PwC, as the company’s independent registered public accounting firm.

PwC’s audit reports for the fiscal years ended December 31, 2024 and December 31, 2025 contained no adverse opinions or scope or principle qualifications, but each included an explanatory paragraph expressing substantial doubt about BiomX’s ability to continue as a going concern.

The Board approved the engagement of Barzily & Co. as the new independent registered public accounting firm for the fiscal year ending December 31, 2026, effective July 1, 2026. BiomX states there were no disagreements or reportable events with PwC and that it did not previously consult Barzily on accounting or audit issues before this appointment.

BiomX Inc. reported results from its 2026 Annual Meeting of Stockholders held virtually on June 26, 2026. Stockholders representing 4,518,349 shares, about 40.5% of the 11,160,153 shares outstanding as of June 2, 2026, were present, forming a quorum.

Stockholders elected Ran Shaked as the Class III director to serve until the 2029 Annual Meeting, with 5,120,627 votes for and 39,796 withheld. They also approved an amendment to the 2026 Equity Incentive Plan, increasing reserved shares by 5,460,000 to a total of 6,850,000. An adjournment proposal was approved but ultimately not used because the other proposals passed.

BiomX Inc. furnished an updated investor presentation and press release describing its completed strategic transition into a defense and security technology holding company. The company is now focused on technologies that identify, analyze, and respond to physical threats, particularly as UAVs and autonomous systems reshape defense and homeland security needs.

The portfolio currently includes 100%-owned Zorronet, an AI-based autonomous C5ISR platform that fuses data from sensors and systems to prioritize threats, and DFSL, in which BiomX holds a 60% stake and which provides LADAR-based detection for perimeter, border, and counter‑UAS applications. The materials outline a detection–analysis–response operating architecture, leadership with deep defense and intelligence experience, and near-term goals around portfolio integration, commercial expansion, and disciplined M&A. They also reiterate that BiomX is working under a NYSE American compliance plan amid risks related to going concern, capital needs, export controls, and customer concentration.

BiomX Inc. announced that NYSE Regulation has accepted its plan to regain compliance with NYSE American’s continued listing standards, giving the company until September 25, 2027 to meet the requirements. BiomX had previously fallen out of compliance due to a stockholders’ deficit of $(1.302 million) as of December 31, 2025 and multi-year operating losses.

During the plan period, BiomX’s common stock will continue trading on NYSE American under the PHGE symbol, but with a “.BC” below-compliance indicator and inclusion on the exchange’s noncompliant issuers list. If BiomX fails to regain compliance or make sufficient progress under the plan, NYSE Regulation may start delisting proceedings. The company states it intends to execute the initiatives in the plan while continuing normal business operations focused on threat-detection technologies for defense and security markets.

BiomX Inc. filed an amended current report to add detailed financial information for its recent acquisitions of Israeli defense-technology businesses Zorronet Ltd. and Dr. Frucht Systems Ltd. (DFSL). The filing now includes audited 2025 and 2024 financial statements and Q1 2026 interim results for both companies, plus unaudited pro forma combined figures for BiomX as of year-end 2025 and March 31, 2026. Zorronet reported 2025 revenue of $617 thousand and a net loss of $306 thousand, while DFSL reported 2025 revenue of $292 thousand and a net loss of $119 thousand. Both auditors highlighted substantial doubt about each company’s ability to continue as a going concern, and the notes describe significant geopolitical and security risks tied to operating in Israel.

BiomX Inc. issued 1,013,637 restricted shares of common stock upon partial conversion of a convertible promissory note originally issued to Mandragola Ltd., turning about $379,000 of principal into equity. These shares were issued as unregistered securities under Section 4(a)(2) of the Securities Act.

The company previously entered into a revolving line of credit of up to $2,000,000 with Mandragola, with each advance evidenced by a 12% convertible promissory note. As additional consideration, BiomX granted Mandragola a five-year warrant to purchase up to 2,000,000 common shares at $12.00 per share, with a cashless exercise feature and subject to stockholder approval. Following this issuance, BiomX has 11,160,153 common shares outstanding.

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.

BiomX Inc. has fundamentally reshaped its business, exiting phage therapy and pivoting into defense, security, and critical infrastructure technologies. Its former Israeli biotech subsidiary entered insolvency, all clinical programs have stopped, and Adaptive Phage Therapeutics is being wound down after a one-time $800,000 lease settlement.

The company now operates as a holding company over three Israeli-focused defense tech units: 60%-owned LADAR detection specialist DFSL, wholly owned AI security platform Zorronet, and X Security & Defense, which will receive over $3 million of 2026 internal funding. Management and the board were fully replaced and an advisory board was formed, including a former Deputy Head of the Mossad.

The filing highlights heavy dependence on government and prime defense contractors, exposure to Israeli conflict risks, NYSE American non-compliance with a deadline of September 25, 2027, extensive export-control and IIA restrictions, potential dilution from warrants and a $3,000,000 convertible note, and a sizable Zorronet earnout tied to 2026 performance.

BiomX Inc., through its wholly owned subsidiary Zorronet, entered into a framework supply agreement with Israel Railways to deploy AI-powered animal detection and deterrence alert stations across rail facilities in Israel. The initial 12-month agreement, extendable by Israel Railways for another 12 months, initially focuses on maintaining and upgrading 15 existing alert stations, with additional units ordered at Israel Railways’ discretion under a per‑station price schedule.

The Agreement builds on a large-scale pilot in which Israel Railways invested approximately NIS 800,000 (about $266,000) and achieved a 98% success rate in keeping large animals off tracks where the system was deployed. Israel Railways also holds an option to invest up to $1,000,000 for a 20% equity stake in Zorronet, which has not been exercised as of this report.

BiomX Inc. entered into and closed a Stock Purchase & Assignment Agreement with Mandragola Ltd., exercising its option to acquire 100% of Mandragola’s holdings in DFSL, equal to 60% of DFSL’s voting equity on a fully diluted basis. As consideration, BiomX issued or agreed to issue 923,000 shares of common stock, a $3,000,000 unsecured convertible promissory note, and pre-funded and five-year warrants, with all share issuances and issuances upon conversion or exercise subject to stockholder approval under NYSE American rules. The securities were issued in a private placement exempt from registration under Section 4(a)(2) and Rule 506(b). BiomX also agreed to a revenue bonus equal to 5% of DFSL’s annual revenues in any fiscal year from 2027 in which DFSL records at least $25,000,000 in revenue, payable in restricted stock or cash. Mandragola agreed to provide a credit line on mutually agreed terms to support DFSL’s development and debt payments. DFSL becomes a majority-owned subsidiary, bringing proprietary LADAR-based detection systems for defense and critical infrastructure into BiomX’s portfolio.

BiomX Inc. held a special meeting of stockholders on April 10, 2026, where all proposals described in its March 25, 2026 proxy statement were approved. As of the March 23, 2026 record date, there were 6,543,516 shares of common stock outstanding and entitled to the same number of votes.

Holders representing 3,409,604 votes were present in person or by proxy. On the proposals presented, 3,395,917 votes were cast for, 5,009 against, and 8,678 abstained, with no broker non-votes and no need to adjourn the meeting.

BiomX Inc. completed a strategic acquisition of ZorroNet, an Israeli AI defense technology company that develops and deploys autonomous surveillance and threat-detection systems for military, government and critical infrastructure customers.

The deal was executed via a Stock Purchase Agreement with Water IO Ltd., under which BiomX acquired 100% of ZorroNet’s share capital. As consideration, BiomX issued 1,300,000 shares of common stock and a $1,250,000 non-convertible promissory note bearing interest at the short-term applicable federal rate and payable on July 7, 2026. BiomX also agreed to a performance-based earnout to ZorroNet’s founders, payable by March 31, 2027, equal to the greater of 125% of ZorroNet’s 2026 consolidated revenue or 8x its 2026 consolidated EBITDA, and committed to retain key personnel for three years.

BiomX states the acquisition is immediately accretive and adds production-deployed, revenue-generating AI-powered defense capabilities, positioning the company as an AI-first defense technology platform exposed to the growing markets for autonomous ISR, AI-enabled threat detection, smart border security and counter-drone technology.

BiomX Inc. entered into an Option and Undertaking Agreement giving it an exclusive, irrevocable option to acquire 100% of Mandragola Ltd.’s shareholdings in DR. Frucht Systems Ltd. (DFSL), an Israeli LADAR-based security and anti-drone technology company.

The option closing depends on Mandragola first buying 60% of DFSL’s share capital and receiving Israel Innovation Authority approval for DFSL’s ownership change. If Mandragola closes that purchase and BiomX exercises the option, DFSL will become a majority-owned operating subsidiary of BiomX.

Mandragola can earn a bonus equal to 5% of DFSL’s annual revenues in any year from fiscal 2027 onward in which DFSL records at least $25 million in revenues, payable in BiomX restricted stock or cash. Subject to closing the option, Mandragola also agreed to provide BiomX a credit line for DFSL’s growth and debt payments.

BiomX Inc. reported that it is out of compliance with NYSE American stockholders’ equity listing standards and has received a formal deficiency notice. The company’s equity is below the required $2.0M, $4.0M, and $6.0M thresholds tied to multi‑year net losses.

BiomX must submit a plan by April 24, 2026 showing how it will regain compliance by September 25, 2027, or it faces potential delisting, subject to appeal. Its auditors have also included a “going concern” explanatory paragraph in the latest annual report, highlighting uncertainty about its ability to continue operating without additional support. Shares continue to trade on NYSE American under the symbol PHGE for now.

BiomX Inc. entered into an amendment to a previously issued warrant covering up to 3,300,000 shares of common stock that were issued with 3,300 shares of Series Y Convertible Preferred Stock sold in December 2025. The amendment shortens the warrant’s term so it now expires on December 31, 2026, reduces the exercise price from $2.00 to $1.00 per share, and changes the cashless exercise formula to reference the lowest VWAP over the five trading days before exercise notice. The number of underlying warrant shares remains unchanged. In a CEO letter, BiomX describes this as part of a broader financial and strategic reset aimed at simplifying its capital structure, resolving long-dated warrant overhang, cutting costs including closing a Maryland facility, and exploring a pivot toward sectors such as advanced technologies and defense-related applications.

BiomX Inc. reported the final results of a special stockholder meeting held on March 11, 2026. As of the February 3, 2026 record date, 1,593,516 shares of common stock were outstanding and all 1,593,516 votes were represented in person or by proxy.

Stockholders approved two proposals described in the company’s February 13, 2026 proxy statement. One proposal received 528,511 votes for, 23,714 against, and 4,753 abstentions. The other received 524,578 votes for, 31,778 against, and 622 abstentions. No further adjournment of the meeting was required.

BiomX Inc. reported significant leadership changes. On March 4, 2026, Jonathan Solomon resigned from the board, all board committees, and his roles as Chief Executive Officer and Chief Principal Officer, effective immediately. The company states his resignation did not result from any disagreement over operations, policies, or practices.

On the same date, Chairman of the Board Dr. Russell Greig resigned from the board and its committees, also without any stated disagreement. The board appointed Amir Shalom as a Class I director, deemed independent under NYSE American rules, with his term expiring at the 2027 annual meeting, and he will receive standard director compensation and an indemnification agreement.

To fill the CEO vacancy, the board appointed Michael Oster as Chief Executive Officer effective March 4, 2026, noting his extensive experience in strategy, M&A, and operational leadership. As of this report, no compensatory arrangement with Mr. Oster has been entered into. Effective March 5, 2026, the board also reassigned members and chairs of its Audit, Compensation, and Nominating and Corporate Governance Committees.

BiomX Inc. reported significant leadership changes and a delayed shareholder vote. On February 24, 2026, its Chief Financial Officer and Chief Development Officer resigned, and on February 25, 2026, three directors resigned from the Board and all committees. The company stated that none of these resignations involved any disagreement over operations, policies, or practices.

On February 27, 2026, the Board appointed David Rokach as Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer, citing his executive, governance and investment experience. Separately, a Special Meeting of Stockholders convened on February 25, 2026 was adjourned due to lack of quorum and is expected to reconvene on March 11, 2026, with the record date remaining February 3, 2026 and no changes to the proposals.

BiomX Inc. reported changes to its Board of Directors. On February 19, 2026, Alan Moses resigned from the Board for personal reasons and indicated he had no disagreements with the company regarding its operations, policies, or practices.

On February 25, 2026, the Board appointed Guy Arieli as a Class I director with a term expiring at the 2027 annual meeting and Shaked Ran as a Class III director with a term expiring at the 2026 annual meeting, filling two existing vacancies. Both are experienced investment and pension advisory professionals, were deemed independent under NYSE American rules, and will receive standard director compensation with prorated annual cash fees. The company will enter into indemnification agreements with each on substantially the same terms as for its other directors.

BiomX Inc. reported several changes to its Board of Directors. On February 9 and February 11, 2026, Jonathan Leff and Jesse Goodman resigned from the Board for personal reasons, and both indicated they had no disagreements with the company’s operations, policies, or practices.

The company is searching for new directors and has already filled one of the vacancies. On February 13, 2026, the Board appointed Liat Bidas as a Class II director, with a term running until the 2028 annual stockholders’ meeting. She brings experience in investment, real estate, and medical devices, and currently serves as a director at BioView, listed on the Tel Aviv Stock Exchange.

The Board determined that Ms. Bidas is independent under NYSE American rules. She will receive the standard director compensation, with annual cash fees prorated, and the company will enter into an indemnification agreement with her on the same form used for its other directors.

BiomX Inc. reports the deconsolidation of its insolvent Israeli subsidiary, BiomX Israel, after a court-appointed trustee terminated the subsidiary’s CEO and CFO on February 4, 2026, which the company treats as a change of control and a disposition of significant assets.

As of September 30, 2025, pro forma total assets fall from 26,168 to 22,070, and stockholders’ equity declines from 10,486 to 8,476. Pro forma nine-month 2025 net loss narrows from 22,862 to 5,942, while 2024 results shift from a historical net loss of 17,727 to pro forma net income of 2,050, including a 1,827 loss on disposition.

The officers terminated at BiomX Israel — CEO Jonathan Solomon, CFO Marina Wolfson and Chief Development Officer Merav Bassan — continue in their corresponding roles at BiomX Inc., and will receive severance and advance notice payments tied to their subsidiary terminations.

BiomX Inc. reports that it has closed a previously announced private placement, created a new preferred share class, and adjusted its board structure. On January 13, 2026, the company completed a private placement tied to a Securities Purchase Agreement dated December 26, 2025 and, in connection with the closing, issued 3,300 shares of Series Y Convertible Preferred Stock along with warrants to purchase common stock. The company filed a Certificate of Designations in Delaware to establish the rights of this new Series Y preferred stock.

The board had previously expanded to nine members and appointed Reuven Yeganeh as a Class 1 director, effective at the private placement closing, with a term running until the 2027 annual meeting, subject to the Lead Buyer maintaining at least 9.99% beneficial ownership of common stock on an as-converted basis. BiomX determined that Mr. Yeganeh qualifies as an independent director under NYSE American rules and entered into a standard-form indemnification agreement with him, consistent with those for its other directors.

BiomX Inc. reported that its wholly owned subsidiary, Adaptive Phage Therapeutics, LLC (APT), has terminated its lease for premises in Gaithersburg, Maryland, effective December 31, 2025. The termination was completed through a Seventh Amendment to the lease agreement with the landlord, ARE-708 Quince Orchard, LLC.

Under this amendment, APT agreed to make a one-time payment of $800,000 to the landlord, and the landlord confirmed its draw on an existing letter of credit of $153,557.68. After these conditions and other requirements in the amendment are satisfied, the landlord agreed to release APT and BiomX from any further obligations and liabilities under the lease, except for certain limited obligations that continue.

BiomX Inc. entered into a private placement with an investor, agreeing to sell 3,300 shares of new Series Y Convertible Preferred Stock with an aggregate stated value of $3.3 million and related warrants for expected gross proceeds of $3.0 million before fees. The Series Y Preferred Stock carries a 15% annual dividend, a one-year maturity, and is initially convertible into common stock at $2.00 per share, with the conversion price subject to potential reduction after stockholder approval based on the market price.

The investor will also receive warrants to purchase 3,300,000 common shares at an initial exercise price of $2.00, exercisable immediately for five years, with a similar potential exercise-price reduction after stockholder approval. Beneficial ownership is capped at up to 19.99% before such approval, and BiomX will seek stockholder approval within 60 days and file a resale registration statement within 30 days of closing. The investor may designate up to two directors depending on its ownership level, and placement agent H.C. Wainwright & Co. will receive cash fees and 99,000 warrants at an exercise price of $2.50.

BiomX Inc. reported that its Israeli subsidiary, BiomX Ltd., will seek insolvency proceedings under the Israeli Insolvency and Financial Regulation law 5778-2018. This follows the earlier discontinuation of a Phase 2b clinical study after the company concluded that the timelines and resources required for an alternative dosing strategy exceeded its available resources.

In light of these limited financial resources, the BiomX Ltd. board authorized filing the insolvency application on December 11, 2025. BiomX Inc. states that it is evaluating strategic options and continues to own its BX011 program for diabetic foot infections, which is being conducted by its other subsidiary, Adaptive Phage Therapeutics, Inc.

BiomX Inc. reported that it is discontinuing its ongoing Phase 2b clinical trial of BX004 in cystic fibrosis patients with chronic Pseudomonas aeruginosa infections. Management concluded that the timelines and resources needed to pursue an alternative dosing strategy recommended by the independent Data Monitoring Committee were beyond the company’s available resources.

BiomX is implementing cost-cutting measures, including a significant reduction of its workforce, and plans to concentrate its efforts on advancing its bacteriophage-based therapeutics, particularly BX011 for diabetic foot infections, if sufficient financial and other resources are available. The company is also reviewing other strategic alternatives while noting that these plans involve forward-looking statements subject to substantial risks and uncertainties.

BiomX Inc. (PHGE) reported an update on its Phase 2b study of BX004 for treating cystic fibrosis. The U.S. FDA is continuing its clinical hold while it evaluates a third-party nebulizer device used to deliver BX004, and BiomX is working with the device manufacturer to answer follow-up FDA information requests in order to lift the hold. The company believes the remaining items are readily addressable and expects U.S. enrollment to resume once this process is complete and subject to available financing. An independent Data Monitoring Committee completed a safety review of the study, including participants who experienced adverse events, and recommended the trial continue with an adjusted dosing regimen. BiomX is updating the protocol accordingly and, depending on financial resources and other factors, now expects topline results in the second quarter of 2026.

BiomX Inc. announced that its board approved a one-for-nineteen (1:19) reverse stock split of its common stock. The split is scheduled to take effect at 12:01 a.m. Eastern Time on November 25, 2025, with BiomX shares expected to begin trading on the NYSE American on a split-adjusted basis that same day. Every nineteen existing shares will be combined into one new share, without changing the total number of shares the company is authorized to issue or the par value or rights of the common stock. Stockholders will not receive fractional shares; instead, positions will be rounded up to the nearest whole share, and outstanding equity awards, warrants, convertible preferred stock and plan share limits will be adjusted proportionally.

BiomX Inc. (PHGE) filed an 8-K stating it furnished a press release announcing financial results for the third quarter ended September 30, 2025. The release was provided under Item 2.02 and attached as Exhibit 99.1. This is a standard disclosure to make the company’s quarterly results announcement part of the public record.

BiomX Inc. (PHGE) reported voting results from its 2025 Annual Meeting. Stockholders approved authorizing the Board to amend the certificate of incorporation to effect a reverse stock split of the outstanding Common Stock at any ratio between at least 1-for-5 and less than 1-for-20, with 13,641,280 votes for, 383,712 against, and 71,143 abstaining.

Three Class II directors—Susan Blum, Dr. Jesse Goodman, and Gregory Merril—were elected to serve until the 2028 annual meeting. Stockholders also ratified Kesselman & Kesselman, a member firm of PwC International Limited, as the independent registered public accounting firm for fiscal 2025 (14,050,210 for; 25,633 against; 20,294 abstaining). A proposal to adjourn the meeting was not called.

BiomX Inc. (PHGE) updated its Phase 2b BX004 program for cystic fibrosis. The FDA sent additional, narrow questions focused solely on the third‑party nebulizer used to deliver BX004, with no concerns raised about the drug itself. BiomX believes it has fully addressed these device-related queries.

Enrollment and dosing in the European portion of the study are proceeding ahead of plan, and topline results remain on track for the first quarter of 2026. The FDA also provided new written feedback recognizing the unmet need in chronic Pseudomonas aeruginosa infection and outlined potential development pathways, including refined inclusion criteria and approaches to enrich patient populations for a potential Phase 3 program.

BiomX plans to incorporate the FDA’s recommendations, as appropriate and subject to future study data, regulatory alignment, and resources, and anticipates an End-of-Phase 2 meeting after completion and review of the Phase 2b results.

BiomX Inc. reports that the U.S. Food and Drug Administration has placed a clinical hold on the U.S. portion of its Phase 2b study of BX004 for treating cystic fibrosis. The FDA is reviewing data BiomX submitted on a third-party nebulizer device used to deliver BX004 and, in its notification, did not raise concerns about BX004 itself. Following the notification, BiomX provided additional requested data to the FDA, and patient screening and enrollment in the United States have been paused.

In Europe, all components of the third-party nebulizer are CE marked and have been deemed to meet applicable regulatory requirements. The Phase 2b study in the European Union has been approved, and enrollment and dosing of patients are continuing according to the study protocol.

BiomX Inc. furnished an 8-K reporting that it issued a press release announcing its financial results for the quarter ended June 30, 2025. The filing does not include the underlying financial statements or numeric results; instead, the press release itself is furnished as Exhibit 99.1 and an Inline XBRL cover page is included as Exhibit 104.

The submission is a disclosure furnishing rather than a full presentation of results within the 8-K text. The report is signed on behalf of the company by Chief Executive Officer Jonathan Solomon.

BiomX Inc. (NYSE American: PHGE) filed a Form 8-K to disclose administrative details for its 2025 Annual Meeting of Stockholders.

• Meeting date: Thursday, October 16, 2025
• Record date: Close of business August 22, 2025
• Shareholder proposal deadline: 5:00 p.m. ET, August 15, 2025 (per Rule 14a-8)

The disclosure is required because the meeting date moves more than 30 days from last year’s meeting, resetting SEC and bylaw timelines. No financial results, transactions, or leadership changes were reported.