Welcome to our dedicated page for BiomX SEC filings (Ticker: PHGE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
BiomX Inc. (PHGE) SEC filings document a public company whose reported focus has shifted from legacy phage therapy development toward defense, security, and critical infrastructure technology. Recent filings include quarterly reports, amended annual report material, current reports on Form 8-K, shareholder voting disclosures, material agreements, capital-structure items, governance matters, and risk-factor disclosures.
PHGE’s 10-Q filings are important because BiomX reports as a single operating segment and presents its financial information on a consolidated basis. The quarterly filing also states that the company has incurred significant losses and negative cash flows from operations and that these factors raise substantial doubt about its ability to continue as a going concern.
BiomX 8-K filings are especially relevant because recent material-event reports describe the Zorronet acquisition, shareholder approvals, and a framework supply agreement involving Israel Railways. These filings provide details on Zorronet’s AI-powered computer vision, autonomous surveillance, threat detection, object recognition, perimeter intrusion identification, and command-and-control integrations.
Annual reports on 10-K and amended annual reports on 10-K/A provide governance, compensation, equity plan, and business-history context. Proxy materials show shareholder voting matters. Form 4 insider transaction filings, when filed, identify changes in beneficial ownership by company insiders. For PHGE, the most relevant filing themes are Zorronet and DFSL operating disclosures, legacy phage therapy background, going-concern language, governance changes, and material agreements tied to defense and infrastructure markets.
BiomX Inc. director Bidas Liat Cohavi has filed a Form 3, which is an initial statement of insider status at the company. The data provided shows no buy, sell, acquisition, or disposition transactions, only that Cohavi is currently serving as a director.
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. is a clinical-stage company developing bacteriophage therapies targeting harmful bacteria in chronic conditions such as diabetic foot infections and osteomyelitis. The company has no approved products and has never generated revenue from product sales.
In December 2025 BiomX discontinued development of its cystic fibrosis candidate BX004 after adverse events and resource constraints, and later began insolvency proceedings for its Israeli subsidiary BiomX Ltd., which previously housed core operations. A court-appointed trustee now controls that subsidiary, and BiomX no longer treats it as an asset.
To address severe liquidity pressure, BiomX entered a Securities Purchase Agreement for 3,300 shares of Series Y Convertible Preferred Stock and warrants, for $3.0 million in gross proceeds. If stockholders approve the deal, the investor is expected to become the majority common stockholder and could change the company’s business, strategy and objectives. The company’s risk factors highlight substantial doubt about its ability to continue as a going concern and emphasize that its future depends heavily on securing this stockholder approval and further financing.
Alyeska Investment Group and related reporting persons filed an amended Schedule 13G showing beneficial ownership of 38,176 shares of BiomX Inc. common stock, representing 2.5% of the class. This amount includes 1 share of common stock and warrants to purchase 38,175 additional shares.
The ownership percentage is based on 1,526,640 BiomX common shares outstanding, after a 19:1 reverse stock split reported in a prior Form 8-K. The filers certify the position is held in the ordinary course of business and not for changing or influencing control of BiomX.
BiomX Inc. is registering 5,310,933 shares of common stock for resale by existing security holders. The shares consist of 1,650,000 shares issuable upon conversion of Series Y preferred stock, 3,399,000 shares issuable upon exercise of warrants, and up to 261,933 dividend shares.
The company will not receive any proceeds from resale of these shares, but may receive cash if the warrants are exercised, which it plans to use for general corporate purposes. As of February 3, 2026, 1,593,516 shares of common stock were issued and outstanding, and the filing warns that issuing the registered shares could cause substantial dilution and pressure on the stock price.
The preferred stock carries a 15% annual dividend (24% upon certain triggering events), sits senior to other company stock in liquidation, and is subject to ownership and stock exchange limits on how many common shares may be issued before stockholder approval is obtained.
BiomX Inc. (PHGE) received an updated ownership report from Nantahala Capital Management and its principals, Wilmot B. Harkey and Daniel Mack. As of December 31, 2025, they may be deemed to beneficially own 156,696 shares of common stock, or 9.99% of the outstanding class.
This total includes 41,901 shares that can be acquired within sixty days through warrant exercises. The reporting persons have no sole voting or dispositive power, but share voting and dispositive power over all 156,696 shares. A Nantahala-advised fund, BLACKWELL PARTNERS LLC - SERIES A, has rights to dividends and sale proceeds on more than five percent of the outstanding shares reported.
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. has called a virtual special stockholder meeting on February 25, 2026 to vote on approving a previously completed private financing and related share issuance limits under NYSE American rules.
Proposal 1 seeks authorization, for NYSE American Section 713(a) purposes, to issue common shares underlying (i) 3,300 shares of Series Y Convertible Preferred Stock, initially convertible into up to 1,650,000 common shares at $2.00 per share, and (ii) warrants to purchase up to 3,300,000 common shares at $2.00 plus 99,000 placement agent warrants at $2.50.
The Series Y Preferred Stock carries a 15% annual dividend, compounded quarterly and payable in cash or additional common shares, which can further increase the share count. The company notes that these issuances, together with any dividend and adjustment shares, could exceed 19.99% of the 1,593,516 common shares outstanding as of February 3, 2026 and may significantly dilute existing holders and pressure the stock price.
Proposal 2 would allow the board to adjourn or postpone the meeting to continue soliciting votes on Proposal 1 if necessary. The board unanimously recommends voting “FOR” both proposals.