Current Report Filing (8-k)
10 January 2020 - 6:15AM
Edgar (US Regulatory)
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):
January 9, 2020
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BiomX Inc.
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(Exact Name of Registrant as Specified in its Charter)
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Delaware
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0001-38762
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82-3364020
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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7 Pinhas Sapir St., Floor 2
Ness Ziona, Israel
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7414002
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including
area code: +972 723942377
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n/a
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(Former name or former address, if changed since last report)
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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:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section
12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Units, each consisting of one share of Common Stock, $0.0001 par value, and one Warrant entitling the holder to receive one half share of Common Stock
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PHGE.U
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NYSE American
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Shares of Common Stock, $0.0001 par value, included as part of the Units
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PHGE
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NYSE American
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Warrants included as part of the Units
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PHGE.WS
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NYSE American
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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 7.01 Regulation FD Disclosure.
On January 9, 2020 after this report
is furnished, BiomX Inc. (the “Company”) will post an investor presentation to its website, in connection with upcoming
investor meetings. A copy of the investor presentation is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this report is being
furnished, not filed, pursuant to Regulation FD. Accordingly, the information in Items 7.01 and 9.01 of this report will not be
incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless
specifically identified as being incorporated therein by reference. The furnishing of the information in this report is not intended
to, and does not, constitute a determination or admission by the Company that the information in this report is material or complete,
or that investors should consider this information before making an investment decision with respect to any security of the Company
or any of its affiliates.
Forward-Looking Statements
Statements contained
in the exhibit to this report relating to future plans, results, performance, expectations, achievements and the like contain
certain “forward-looking statements” within the meaning of the “safe harbor” provisions of the U.S. Private
Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “target,”
“believe,” “expect,” “will,” “may,” “anticipate,” “estimate,”
“would,” “positioned,” “future,” and other similar expressions that predict or indicate future
events or trends or that are not statements of historical matters. Forward-looking statements are neither historical facts nor
assurances of future performance. Instead, they are based only on the Company management’s current beliefs, expectations
and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict and many of which are outside of the Company’s control. Actual results
and outcomes may differ materially from those indicated in the forward-looking statements. The Company undertakes no obligation
to revise or update any forward-looking statements except as may be required by applicable law. Therefore,
you should not rely on any of these forward-looking statements. You should review additional disclosures the Company makes in its
filings with the Securities and Exchange Commission (the “SEC”), which are available on the SEC’s website at www.sec.gov.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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.
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BIOMX INC.
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January 9, 2020
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By:
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/s/ Jonathan Solomon
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Name: Jonathan Solomon
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Title: Chief Executive Officer
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