BiomX (PHGE) director-linked LLC sells common shares and warrants
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
BiomX Inc. director and 10% owner Yeganeh Reuven, through Pyu Pyu Capital LLC, converted Series Y Convertible Preferred Stock into Common Stock at a conversion price of $2.00 per share and then sold the resulting shares in private transactions.
Pyu Pyu Capital LLC received 450,000 and 530,000 Common shares upon conversion and sold all 980,000 shares at $5.00 per share in private deals. It also sold 5,000,000 Common Stock Purchase Warrants in private transactions at prices between $4.76 and $5.24 per warrant share, leaving no Common Stock or warrants reported as held after these transactions.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 5,980,000 shares ($29,972,000)
Net Sell
9 txns
Insider
Yeganeh Reuven
Role
Director, 10% Owner
Sold
5,980,000 shs ($29.97M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Series Y Convertible Preferred Stock | 1,060 | $0.00 | -- |
| Conversion | Common Stock, $0.0001 par value per share | 530,000 | $2.00 | $1.06M |
| Sale | Common Stock, $0.0001 par value per share | 530,000 | $5.00 | $2.65M |
| Conversion | Series Y Convertible Preferred Stock | 900 | $0.00 | -- |
| Sale | Common Stock Purchase Warrants | 1,300,000 | $5.00 | $6.50M |
| Sale | Common Stock Purchase Warrants | 2,000,000 | $5.24 | $10.48M |
| Sale | Common Stock Purchase Warrants | 1,700,000 | $4.76 | $8.09M |
| Conversion | Common Stock, $0.0001 par value per share | 450,000 | $2.00 | $900K |
| Sale | Common Stock, $0.0001 par value per share | 450,000 | $5.00 | $2.25M |
Holdings After Transaction:
Series Y Convertible Preferred Stock — 0 shares (Indirect, Pyu Pyu Capital LLC);
Common Stock, $0.0001 par value per share — 530,000 shares (Indirect, Pyu Pyu Capital LLC);
Common Stock Purchase Warrants — 2,000,000 shares (Indirect, Pyu Pyu Capital LLC)
Footnotes (1)
- Represents shares of common stock, par value $0.0001 per share ("Common Stock"), of the Issuer received upon conversion of the Issuer's Series Y Convertible Preferred Stock, par value $0.0001 per share, held by the Reporting Person at a conversion price equal to $2.00 per share. The reported securities are directly owned by Pyu Pyu Capital, LLC ("Pyu Pyu") and may be deemed to be beneficially owned by the Reporting Person as sole member of Pyu Pyu. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The shares of Common Stock were sold in private transactions at a price of $5.00 per share. The warrants were sold in private transactions at the specified price per warrant share.
FAQ
What did BiomX (PHGE) insider Yeganeh Reuven report in this Form 4?
Yeganeh Reuven reported indirect transactions through Pyu Pyu Capital LLC. The LLC converted Series Y Convertible Preferred Stock into Common Stock at $2.00 per share and then sold the resulting Common shares and Common Stock Purchase Warrants in private transactions.
What happened to the Series Y Convertible Preferred Stock in BiomX (PHGE)?
Series Y Convertible Preferred Stock held by Pyu Pyu Capital LLC was fully converted. A total of 1,960 preferred shares were converted into 450,000 and 530,000 Common shares at a conversion price of $2.00 per share, leaving no preferred shares reported afterward.
How many BiomX (PHGE) warrants were sold and at what prices?
Pyu Pyu Capital LLC sold 5,000,000 Common Stock Purchase Warrants. The warrants, exercisable at $1.00 per share, were sold in private transactions at prices between $4.76 and $5.24 per warrant share, with no warrants remaining reported.
Were the BiomX (PHGE) insider transactions open-market trades or private deals?
The Common Stock and warrants were sold in private transactions. Footnotes state that the Common shares were sold at $5.00 per share in private transactions, and the warrants were also sold privately at the specified price per warrant share.
Does Yeganeh Reuven directly own the BiomX (PHGE) securities involved?
The securities are directly owned by Pyu Pyu Capital LLC. They may be deemed beneficially owned by Yeganeh Reuven as sole member of the LLC, though he disclaims beneficial ownership except to the extent of his pecuniary interest in those securities.