0000947871-24-000498.txt : 20240520
0000947871-24-000498.hdr.sgml : 20240520
20240520163938
ACCESSION NUMBER: 0000947871-24-000498
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240515
FILED AS OF DATE: 20240520
DATE AS OF CHANGE: 20240520
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GORDON CARL L
CENTRAL INDEX KEY: 0001282930
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38762
FILM NUMBER: 24965207
MAIL ADDRESS:
STREET 1: 601 LEXINGTON AVENUE
STREET 2: 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: OrbiMed Israel GP Ltd.
CENTRAL INDEX KEY: 0001569590
ORGANIZATION NAME:
STATE OF INCORPORATION: L3
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38762
FILM NUMBER: 24965208
BUSINESS ADDRESS:
STREET 1: 89 MEDINAT HAYEHUDIM STREET, 11TH FLOOR
CITY: HERZLIYA
STATE: L3
ZIP: 46766
BUSINESS PHONE: 212-739-6400
MAIL ADDRESS:
STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022-4629
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: OrbiMed Israel BioFund GP Limited Partnership
CENTRAL INDEX KEY: 0001569821
ORGANIZATION NAME:
STATE OF INCORPORATION: L3
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38762
FILM NUMBER: 24965209
BUSINESS ADDRESS:
STREET 1: 89 MEDINAT HAYEHUDIM STREET, 11TH FLOOR
CITY: HERZLIYA
STATE: L3
ZIP: 46766
BUSINESS PHONE: 212-739-6400
MAIL ADDRESS:
STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 1022-4629
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Chimovits Erez
CENTRAL INDEX KEY: 0001706399
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38762
FILM NUMBER: 24965206
MAIL ADDRESS:
STREET 1: P.O. BOX 4023
CITY: HERZLIYA PITUACH
STATE: L3
ZIP: 4614001
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BiomX Inc.
CENTRAL INDEX KEY: 0001739174
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 22 EINSTEIN ST., 4TH FLOOR
CITY: NESS ZIONA
STATE: L3
ZIP: 7414003
BUSINESS PHONE: (972) 72 394 2377
MAIL ADDRESS:
STREET 1: 22 EINSTEIN ST., 4TH FLOOR
CITY: NESS ZIONA
STATE: L3
ZIP: 7414003
FORMER COMPANY:
FORMER CONFORMED NAME: Chardan Healthcare Acquisition Corp.
DATE OF NAME CHANGE: 20180430
4
1
ownership.xml
X0508
4
2024-05-15
0
0001739174
BiomX Inc.
PHGE
0001569821
OrbiMed Israel BioFund GP Limited Partnership
5 HAHOSHLIM STREET, BUILDING B, 1ST FL.
HERZLIYA PITUACH
L3
46686
ISRAEL
0
0
1
0
0001569590
OrbiMed Israel GP Ltd.
5 HAHOSHLIM STREET, BUILDING B, 1ST FL.
HERZLIYA PITUACH
L3
46686
ISRAEL
0
0
1
0
0001282930
GORDON CARL L
C/O ORBIMED ISRAEL GP LTD.
5 HAHOSHLIM STREET, BUILDING B, 1ST FL.
HERZLIYA PITUACH
L3
46686
ISRAEL
0
0
1
0
0001706399
Chimovits Erez
C/O ORBIMED ISRAEL GP LTD.
5 HAHOSHLIM STREET, BUILDING B, 1ST FL.
HERZLIYA PITUACH
L3
46686
ISRAEL
0
0
1
0
0
Common Stock
2024-05-15
4
X
0
9280408
0.244
A
13797997
I
See footnotes
Common Stock
2024-05-15
4
S
0
24344
0.3812
D
13773653
I
See footnotes
Warrants (Right to Buy)
0.244
2024-05-15
4
X
0
9280408
0
D
2023-05-04
2033-05-04
Common Stock
9280408
0
I
See footnotes
On May 15, 2024, OrbiMed Israel Partners Limited Partnership ("OIP") exercised pre-funded warrants ("Warrants") to purchase 9,280,408 shares of the Issuer's common stock for $0.244 per share. OIP paid the exercise price on a cashless basis, resulting in the Issuer withholding 24,344 of the Warrant shares to pay the exercise price and issuing to OIP the remaining 9,256,064 shares. The shares of the Issuer's common stock withheld to pay the exercise price of the Warrants are matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with a portion of OIP's purchase of certain derivative securities on March 15, 2024. OIP will disgorge to the Issuer the statutory "profits" pursuant to Section 16(b) of the Exchange Act that resulted from such transactions.
These securities are held of record by OIP. OrbiMed Israel BioFund GP Limited Partnership ("OrbiMed BioFund") is the general partner of OIP and OrbiMed Israel GP Ltd. ("OrbiMed Israel") is the general partner of OrbiMed BioFund. By virtue of such relationships, OrbiMed Israel and OrbiMed BioFund may be deemed to have voting and investment power over the securities held by OIP and, as a result, may be deemed to have beneficial ownership over such securities. OrbiMed Israel exercises investment and voting power through an investment committee comprised of Carl L. Gordon and Erez Chimovits.
Each of OrbiMed Israel, OrbiMed BioFund, Carl L. Gordon, and Erez Chimovits disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of his or its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
/s/ Carl L. Gordon
2024-05-20
/s/ Erez Chimovits
2024-05-20
/s/ Carl L. Gordon, Director, OrbiMed Israel GP Ltd.
2024-05-20
/s/ Carl L. Gordon, Director, OrbiMed Israel BioFund GP Limited Partnership
2024-05-20