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. 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.
Deerfield-affiliated funds report reduced ownership in BiomX Inc. common stock, now below the 5% reporting threshold. Deerfield Management Company, L.P. and James E. Flynn each report beneficial ownership of 533,370 shares, representing 4.70% of BiomX’s common stock, based on 11,160,153 shares outstanding as of June 2, 2026.
Deerfield Private Design Fund V, L.P. and Deerfield Healthcare Innovations Fund II, L.P. each report 266,424 shares, or 2.37% of the class, including 177,789 shares of common stock and 88,635 shares underlying currently exercisable warrants. These warrants are subject to a 9.99% Beneficial Ownership Limitation that caps ownership upon exercise. As of June 16, 2026, the reporting group ceased to beneficially own more than five percent of BiomX’s common stock.
PFI Genomics, Inc. (PHGE) files a prospectus supplement to offer up to $5,061,000 of Common Stock under its At-the-Market sales agreement with H.C. Wainwright & Co.
The supplement updates the available aggregate offering price under the company’s Form S-3 shelf and states the company has sold approximately $1,376,214 of Common Stock under the agreement to date. It cites an aggregate market value of non-affiliate shares of $19,250,906 based on 10,462,449 non-affiliate shares at $1.84 per share as of April 17, 2026. The filing states there were 11,797,449 shares outstanding as of June 16, 2026 and reports a last reported sale price of $0.555 per share on June 15, 2026.
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. is asking stockholders to vote at its June 26, 2026 virtual annual meeting on three items: electing Class III director Ran Shaked to a term ending at the 2029 annual meeting, approving a major amendment to its 2026 Equity Incentive Plan, and a possible adjournment.
The equity plan amendment would increase the shares of common stock reserved for awards under the 2026 Plan to 6,850,000 shares, up from 1,390,000, while shares outstanding were 11,160,153 as of June 2, 2026. The plan includes an automatic annual “Evergreen Mechanism” adding up to 4% of shares outstanding each year from 2027 through 2036, and features such as double‑trigger change‑in‑control vesting, no repricing without stockholder approval, and clawback provisions.
The proxy also details current board and committee composition, executive and director compensation for 2024–2025, equity award practices, and significant related‑party transactions, including a $3 million Series Y preferred financing with Pyu Pyu Capital LLC and stock‑ and note‑funded acquisitions of Zorro Net Ltd. and Dr. Frucht Systems Ltd. The board unanimously recommends voting “FOR” all three proposals.
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.
Deerfield-affiliated funds and James E. Flynn have updated their ownership disclosure in BiomX Inc. through Amendment No. 6 to Schedule 13D. The filing reflects recent warrant exercises and preferred stock conversions into common stock.
On May 27, 2026, each Deerfield fund exercised its Amended and Restated Warrant in full for 66,242 shares of common stock, paying an aggregate exercise price of $125.86 in cash using cash on hand. On May 28, 2026, each fund converted 47,957 shares of Series X Preferred Stock into 252,397 shares of common stock.
After these transactions, Deerfield Management Company, L.P. and Flynn each report beneficial ownership of 889,928 shares of BiomX common stock, representing 8.09% of the 10,783,794 shares of common stock outstanding, while each fund reports 444,703 shares, or 4.08%. Certain warrants remain subject to a 9.99% Beneficial Ownership Limitation, which caps additional exercises that would push their stake above that level.
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. reported Q1 2026 results reflecting a deep strategic shift and severe financial strain. The company is transitioning from biopharma to defense, security and critical‑infrastructure technologies through new subsidiaries DFSL, Zorronet and X Security, whose results are not yet in these statements.
For the quarter, BiomX posted a net loss of $19.1 million and an operating loss of $1.3 million, compared with a $7.8 million operating loss a year earlier. Large non‑cash charges tied to January 2026 Series Y preferred stock and warrant financing, including a $5.2 million day‑one loss and $14.1 million loss from fair‑value changes in derivatives, drove the result.
Cash and cash equivalents were $1.2 million as of March 31, 2026, versus $5.0 million at year‑end 2025, with total assets of $3.3 million and an accumulated deficit of $236.0 million. Management states there is “substantial doubt” about the company’s ability to continue as a going concern and expects existing funds plus anticipated subsidiary revenues will cover operations only for the next several months.
Subsequent to quarter‑end, BiomX acquired 100% of Zorronet and 60% of DFSL and secured a related credit line with Mandragola. The company also received a NYSE American notice for failing stockholders’ equity listing standards and has submitted a remediation plan, with potential delisting if compliance is not restored.