BiomX Inc. Files 8-K on Security Holder Rights and Bylaws

TL;DR

BiomX Inc. filed an 8-K, watch for changes to shareholder rights and company bylaws.

AI Summary

BiomX Inc. filed an 8-K on November 17, 2025, reporting material modifications to the rights of security holders and amendments to its articles of incorporation or bylaws. The filing also includes financial statements and exhibits. BiomX Inc. was formerly known as Chardan Healthcare Acquisition Corp. until April 30, 2018.

Why It Matters

This filing indicates potential changes in BiomX Inc.'s corporate structure or governance that could affect the rights of its shareholders.

Risk Assessment

Risk Level: medium — Changes to rights of security holders and amendments to bylaws can introduce new risks or alter existing ones for investors.

Key Players & Entities

• BiomX Inc. (company) — Registrant
• November 17, 2025 (date) — Date of earliest event reported
• Chardan Healthcare Acquisition Corp. (company) — Former company name
• April 30, 2018 (date) — Date of name change

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value PHGE NYSE American Indi

Filing Documents

• ea0265970-8k_biomx.htm (8-K) — 31KB
• ea026597001ex3-1_biomx.htm (EX-3.1) — 6KB
• 0001213900-25-111265.txt ( ) — 204KB
• phge-20251117.xsd (EX-101.SCH) — 3KB
• phge-20251117_lab.xml (EX-101.LAB) — 33KB
• phge-20251117_pre.xml (EX-101.PRE) — 22KB
• ea0265970-8k_biomx_htm.xml (XML) — 4KB

03 Material Modification to Rights of

Item 3.03 Material Modification to Rights of Security Holders. To the extent required by Item 3.03 of Form 8-K, the information contained in Item 5.03 of this Current Report on Form 8-K (this "Form 8-K") is incorporated herein by reference.

03 Amendments to Articles of Incorporation

Item 5.03 Amendments to Articles of Incorporation or Bylaws. As previously reported in a Current Report on Form 8-K filed by BiomX Inc. (the "Company") on October 17, 2025, at the annual meeting of the Company's stockholders held on October 16, 2025, the holders of a majority of the Company's outstanding shares of common stock, par value $0.0001 per share (the "Common Stock"), voted to approve the authorization of the Company's Board of Directors (the "Board") to amend the Company's certificate of incorporation, as amended ("Certificate of Incorporation") , to effect a reverse stock split of the Common Stock at a ratio between at least one-for-five (1:5) and less than one-for-twenty (1:20), to be determined in the sole discretion of the Board . On November 13, 2025, the Board approved a one-for-nineteen (1:19) reverse stock split (the "Reverse Stock Split") of the outstanding shares of Common Stock, and authorized the filing of a certificate of amendment to the Certificate of Incorporation with the Secretary of State of the State of Delaware (the "Certificate of Amendment") to effect the Reverse Stock Split. The Company plans to file the Certificate of Amendment to effect the Reverse Stock Split as of 12:01 a.m. Eastern Time on November 25, 2025 (the "Effective Time"). The outstanding shares of Common Stock are expected to begin trading on the NYSE American on a split-adjusted basis at the start of trading on November 25, 2025. As a result of the Reverse Stock Split, every nineteen (19) shares of Common Stock issued and outstanding as of the Effective Time will be converted into one (1) share of Common Stock (the "New Common Stock"). The New Common Stock will have a new CUSIP number of 09090D 509. The Reverse Stock Split does not affect the total number of shares of capital stock, including the Common Stock, that the Company is authorized to issue, which shall remain as set forth pursuant to the Certificate of Incorporation. The Reverse Stock Split will not affe

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits 3.1 Form of Certificate of Amendment to Certificate of Incorporation of BiomX Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1 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. November 17, 2025 By: /s/ Marina Wolfson Name: Marina Wolfson Title: Chief Financial Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR