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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):
August 19, 2025
BiomX Inc. |
(Exact Name of Registrant as Specified in its Charter) |
Delaware |
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001-38762 |
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82-3364020 |
(State or other jurisdiction
of incorporation) |
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(Commission File Number) |
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(I.R.S. Employer
Identification No.) |
22 Einstein St., Floor 4
Ness Ziona, Israel |
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7414003 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number, including
area code: +972 723942377
n/a |
(Former name or former address, if changed since last report) |
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:
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, $0.0001 par value |
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PHGE |
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NYSE American |
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 8.01 Other Events.
On
August 19, 2025 BiomX Inc. ("BiomX" or the "Company") announced that the U.S. Food and Drug Administration ("FDA")
has placed a clinical hold on the Company's Phase 2b study (the "Study") that is design to test the Company's drug candidate
BX004 ("BX004") in treating Cystic Fibrosis ("CF") as the FDA reviews data submitted by the Company on a third-party
nebulizer used in the Study to deliver BX004.
The
FDA did not raise concerns in the clinical hold notification regarding BX004. Following the FDA’s hold notification the Company
submitted additional requested data. As a result of the FDA’s notification, patient screening and enrollment in the U.S. portion
of the Study have now been paused. In Europe, all components of the third-party nebulizer device are CE marked and thus have been deemed
to meet applicable regulatory requirements. The Study in the EU has been approved and enrollment and dosing of patients are continuing
in accordance with the protocol of the Study.
Forward-Looking Statements
This
Current Report contains express or implied “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. For example, when BiomX refers to the clinical hold imposed by the FDA, the
possibility that the data BiomX provided will allow the FDA to lift such clinical hold, that such clinical hold will be lifted soon, if
at all, the timing, process and potential outcomes of review and other measures by the European regulatory authorities, resumption of
patient enrollment and timing thereof and the impact of the FDA clinical hold on the BX004 Phase 2b trial, it is using forward-looking
statements. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only
on BiomX 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 BiomX’s control. These risks and uncertainties include, but are not limited to, changes in applicable laws or regulations; the
possibility that BiomX may be adversely affected by other economic, business, and/or competitive factors, including risks inherent in
pharmaceutical research and development, such as: adverse results in BiomX’s drug discovery, preclinical and clinical development
activities, the risk that the results of preclinical studies and early clinical trials may not be replicated in later clinical trials,
BiomX’s ability to enroll patients in its clinical trials, and the risk that any of its clinical trials may not commence, continue
or be completed on time, or at all; decisions made by the FDA, and other regulatory authorities; decisions made by investigational review
boards at clinical trial sites and publication review bodies with respect to our development candidates; BiomX’s ability to obtain,
maintain and enforce intellectual property rights for its platform and development candidates; its potential dependence on collaboration
partners; competition; uncertainties as to the sufficiency of BiomX’s cash resources to fund its planned activities for the periods
anticipated and BiomX’s ability to manage unplanned cash requirements; and general economic and market conditions. Therefore, investors
should not rely on any of these forward-looking statements and should review the risks and uncertainties described under the caption “Risk
Factors” in BiomX’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on
March 25, 2025, and additional disclosures BiomX makes in its other filings with the SEC, which are available on the SEC’s website
at www.sec.gov. Forward-looking statements are made as of the date of this press release, and except as provided by law BiomX expressly
disclaims any obligation or undertaking to update forward-looking statements.
SIGNATURES
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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August 19, 2025 |
By: |
/s/ Jonathan Solomon |
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Name: |
Jonathan Solomon |
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Title: |
Chief Executive Officer |
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