4//SEC Filing
GORDON CARL L 4
Accession 0000947871-24-000498
CIK 0001739174other
Filed
May 19, 8:00 PM ET
Accepted
May 20, 4:39 PM ET
Size
16.0 KB
Accession
0000947871-24-000498
Insider Transaction Report
Form 4
BiomX Inc.PHGE
GORDON CARL L
10% Owner
Transactions
- Sale
Common Stock
2024-05-15$0.38/sh−24,344$9,280→ 13,773,653 total(indirect: See footnotes) - Exercise of In-Money
Common Stock
2024-05-15$0.24/sh+9,280,408$2,264,420→ 13,797,997 total(indirect: See footnotes) - Exercise of In-Money
Warrants (Right to Buy)
2024-05-15−9,280,408→ 0 total(indirect: See footnotes)Exercise: $0.24From: 2023-05-04Exp: 2033-05-04→ Common Stock (9,280,408 underlying)
OrbiMed Israel GP Ltd.
10% Owner
Transactions
- Sale
Common Stock
2024-05-15$0.38/sh−24,344$9,280→ 13,773,653 total(indirect: See footnotes) - Exercise of In-Money
Common Stock
2024-05-15$0.24/sh+9,280,408$2,264,420→ 13,797,997 total(indirect: See footnotes) - Exercise of In-Money
Warrants (Right to Buy)
2024-05-15−9,280,408→ 0 total(indirect: See footnotes)Exercise: $0.24From: 2023-05-04Exp: 2033-05-04→ Common Stock (9,280,408 underlying)
Transactions
- Sale
Common Stock
2024-05-15$0.38/sh−24,344$9,280→ 13,773,653 total(indirect: See footnotes) - Exercise of In-Money
Warrants (Right to Buy)
2024-05-15−9,280,408→ 0 total(indirect: See footnotes)Exercise: $0.24From: 2023-05-04Exp: 2033-05-04→ Common Stock (9,280,408 underlying) - Exercise of In-Money
Common Stock
2024-05-15$0.24/sh+9,280,408$2,264,420→ 13,797,997 total(indirect: See footnotes)
Chimovits Erez
Director
Transactions
- Exercise of In-Money
Common Stock
2024-05-15$0.24/sh+9,280,408$2,264,420→ 13,797,997 total(indirect: See footnotes) - Sale
Common Stock
2024-05-15$0.38/sh−24,344$9,280→ 13,773,653 total(indirect: See footnotes) - Exercise of In-Money
Warrants (Right to Buy)
2024-05-15−9,280,408→ 0 total(indirect: See footnotes)Exercise: $0.24From: 2023-05-04Exp: 2033-05-04→ Common Stock (9,280,408 underlying)
Footnotes (3)
- [F1]On May 15, 2024, OrbiMed Israel Partners Limited Partnership ("OIP") exercised pre-funded warrants ("Warrants") to purchase 9,280,408 shares of the Issuer's common stock for $0.244 per share. OIP paid the exercise price on a cashless basis, resulting in the Issuer withholding 24,344 of the Warrant shares to pay the exercise price and issuing to OIP the remaining 9,256,064 shares. The shares of the Issuer's common stock withheld to pay the exercise price of the Warrants are matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with a portion of OIP's purchase of certain derivative securities on March 15, 2024. OIP will disgorge to the Issuer the statutory "profits" pursuant to Section 16(b) of the Exchange Act that resulted from such transactions.
- [F2]These securities are held of record by OIP. OrbiMed Israel BioFund GP Limited Partnership ("OrbiMed BioFund") is the general partner of OIP and OrbiMed Israel GP Ltd. ("OrbiMed Israel") is the general partner of OrbiMed BioFund. By virtue of such relationships, OrbiMed Israel and OrbiMed BioFund may be deemed to have voting and investment power over the securities held by OIP and, as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Israel exercises investment and voting power through an investment committee comprised of Carl L. Gordon and Erez Chimovits.
- [F3]Each of OrbiMed Israel, OrbiMed BioFund, Carl L. Gordon, and Erez Chimovits disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
Documents
Issuer
BiomX Inc.
CIK 0001739174
Entity typeother
Related Parties
1- filerCIK 0001282930
Filing Metadata
- Form type
- 4
- Filed
- May 19, 8:00 PM ET
- Accepted
- May 20, 4:39 PM ET
- Size
- 16.0 KB