Sec Form 4 Filing - Bassan Merav @ BiomX Inc. - 2023-12-11

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Bassan Merav
2. Issuer Name and Ticker or Trading Symbol
BiomX Inc. [ PHGE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Development Officer
(Last) (First) (Middle)
C/O BIOMX INC.,, 22 EINSTEIN ST., FLOOR 4
3. Date of Earliest Transaction (MM/DD/YY)
12/11/2023
(Street)
NESS ZIONA,, L37414003
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
12,500
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Options - Right to Buy $ 7.02 12/11/2023 D( 1 ) 47,500 ( 2 ) 03/30/2031 Common Stock 47,500 ( 1 ) 0 D
Common Stock Options - Right to Buy $ 0.2749 12/11/2023 A( 1 ) ( 2 ) 03/30/2031 Common Stock 12,500 ( 1 ) 12,500 D
Common Stock Options - Right to Buy $ 1.41 12/11/2023 D( 3 ) 100,000 ( 4 ) 03/29/2032 Common Stock 100,000 ( 3 ) 0 D
Common Stock Options - Right to Buy $ 0.2749 12/11/2023 A( 3 ) 71,429 ( 4 ) 03/29/2032 Common Stock 71,429 ( 3 ) 71,429 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bassan Merav
C/O BIOMX INC.,
22 EINSTEIN ST., FLOOR 4
NESS ZIONA,, L37414003
Chief Development Officer
Signatures
/s/ Merav Bassan 12/13/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On December 11, 2023, the Issuer canceled, pursuant to the Issuer's option exchange program, an option for 47,500 shares of the Issuer's common stock granted to the Reporting Person on March 30, 2021. In exchange, the Reporting Person received a replacement option, for 12,500 shares, having an exercise price of $0.2749 per share.
( 2 )The cancelled option provided for vesting over four years, with 25% of the shares subject to the option vested on March 30, 2022, and the remainder vested in 12 equal quarterly installments over three years. The replacement option vests according to the same vesting schedule applicable to the cancelled option; provided, however, that the replacement option may not be exercised prior to December 11, 2024.
( 3 )On December 11, 2023, the Issuer canceled, pursuant to the Issuer's option exchange program, an option for 100,000 shares of the Issuer's common stock granted to the Reporting Person on March 29, 2022. In exchange, the Reporting Person received a replacement option, for 71,429 shares, having an exercise price of $0.2749 per share.
( 4 )The cancelled option provided for vesting over four years, with 25% of the shares subject to the option vested on March 29, 2023, and the remainder vested in 12 equal quarterly installments over three years. The replacement option vests according to the same vesting schedule applicable to the cancelled option; provided, however, that the replacement option may not be exercised prior to December 11, 2024.

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