Cystic Fibrosis Foundation - Mar 16, 2024 Form 3 Insider Report for BiomX Inc. (PHGE)

Role: 10%+ Owner
Signature: /s/ Ania Howell Vice President, Financial Services
Stock symbol: PHGE
Transactions as of: Mar 16, 2024
Transactions value $: $0
Form type: 3
Date filed: 3/26/2024, 04:30 PM
Previous filing: Dec 19, 2022
Next filing: May 17, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	PHGE	Common Stock, par value $0.0001 per share						4.55M	Mar 16, 2024	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	PHGE	Series X Preferred Stock							Mar 16, 2024	Common Stock	21.6M		Direct	F1, F2
holding	PHGE	Warrant to purchase common stock							Mar 16, 2024	Common Stock	10.8M	$0.23	Direct	F3
holding	PHGE	Warrant to purchase common stock							Mar 16, 2024	Common Stock	4.78M	$0.00	Direct	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These shares of the Issuer's Series X Non-Voting Convertible Preferred Stock ("Series X Preferred Stock") were purchased from the Issuer in a private placement. Each share of Series X Preferred Stock is automatically convertible into 1,000 shares of the Issuer's common stock at 5:00 p.m. Eastern time on the fourth business day after the date the Issuer's stockholders approve the conversion of the Series X Preferred Stock into shares of the Issuer's common stock (the "Stockholder Approval") or at any time at the option of the holder following 5:00 p.m. Eastern time on the third business day after the date the Stockholder Approval is obtained.
F2	The conversion of the Series X Preferred Stock into shares of the Issuer's common stock is subject to an issuance limitation that prohibits the holder from converting the shares of Series X Preferred Stock into shares of the Issuer's common stock to the extent that after giving effect to such issuance after conversion, the holder (together with the holder's affiliates and any other persons acting as a group together with the holder or any of the holder's affiliates, including the Reporting Persons) would beneficially own in excess of 19.9% of the shares of common stock outstanding immediately after giving effect to the issuance of the shares of common stock issued upon conversion of the shares of Series X Preferred Stock (the "Beneficial Ownership Limitation").
F3	This warrant to purchase shares of the Issuer's common stock was purchased from the Issuer in a private placement. The warrant is exercisable at any time following the Stockholder Approval, subject to the Beneficial Ownership Limitation, and expires on the 24-month anniversary of the date on which it is first exercisable.
F4	This warrant to purchase shares of the Issuer's common stock was purchased from the Issuer in a private placement. Upon issuance, the warrant contained a prohibition on exercise if, after such exercise, the Reporting Person would beneficially own more than 9.99% of the number of shares of common stock then issued and outstanding, which limitation could be increased with 61 days' prior notice. The Reporting Person provided notice to the Issuer on March 15, 2024 that it increased this limitation to the Beneficial Ownership Limitation effective upon the 61st day following delivery of such notice. The warrant does not expire.