BiomX (NYSE American: PHGE) ends Gaithersburg lease with $800,000 payment

Rhea-AI Filing Summary

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.

8-K Event Classification

2 items: 1.02, 9.01

2 items

Item 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 31, 2025

BiomX Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-38762		82-3364020
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

22 Einstein St., Floor 4 Ness Ziona, Israel		7414003
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: +972 723942377

n/a

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value		PHGE		NYSE American

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.02 Termination of a Material Definitive Agreement.

Adaptive Phage Therapeutics, LLC (“APT”), a wholly owned subsidiary of the Company, was party to a lease agreement with ARE-708 Quince Orchard, LLC (the “Landlord”) relating to premises located in Gaithersburg, Maryland (the “Lease” or “Lease Agreement”).

On December 31, 2025, APT entered into a Seventh Amendment to Lease Agreement (the “Seventh Amendment”) with the Landlord in settlement of such claims. Pursuant to the Seventh Amendment, among other things, (i) the Lease was terminated effective December 31, 2025, (ii) APT agreed to make a one-time payment to the Landlord in the amount of $800,000, (iii) the Landlord confirmed its draw on an existing letter of credit in the amount of $153,557.68, and (iv) upon satisfaction of the conditions set forth in the Seventh Amendment, the Landlord agreed to release APT and the Company from any further obligations and liabilities under the Lease, subject to certain limited surviving obligations.

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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit		Description
10.1		Amendment No. 7, dated as of December 31, 2025, to the Lease Agreement by and between ARE-708 Quince Orchard, LLC and Adaptive Phage Therapeutics, Inc
104		Cover Page Interactive Data File (embedded within the Inline XBRL documents)

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BIOMX INC.
January 7, 2026	By:	/s/ Jonathan Solomon
		Name:	Jonathan Solomon
		Title:	Chief Executive Officer

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FAQ

What did BiomX Inc. (PHGE) disclose in this 8-K filing?

BiomX Inc. disclosed that its subsidiary Adaptive Phage Therapeutics, LLC terminated a lease for premises in Gaithersburg, Maryland via a Seventh Amendment to the lease agreement, effective December 31, 2025.

What payment is Adaptive Phage Therapeutics required to make under the lease termination?

Adaptive Phage Therapeutics agreed to make a one-time payment of $800,000 to the landlord, ARE-708 Quince Orchard, LLC, as part of the Seventh Amendment.

What happened to the existing letter of credit related to the BiomX (PHGE) lease?

The landlord confirmed its draw on an existing letter of credit in the amount of $153,557.68 in connection with the termination of the lease.

Are BiomX Inc. and its subsidiary released from future obligations under the lease?

Upon satisfaction of the conditions set forth in the Seventh Amendment, the landlord agreed to release Adaptive Phage Therapeutics and BiomX Inc. from any further obligations and liabilities under the lease, subject to certain limited surviving obligations.

Which subsidiary of BiomX Inc. was party to the terminated lease?

The terminated lease was held by Adaptive Phage Therapeutics, LLC, a wholly owned subsidiary of BiomX Inc.

What exhibit did BiomX Inc. file related to this lease amendment?

BiomX Inc. filed Exhibit 10.1, which is Amendment No. 7, dated December 31, 2025, to the Lease Agreement between ARE-708 Quince Orchard, LLC and Adaptive Phage Therapeutics, Inc.