Statement of Changes in Beneficial Ownership (4)
20 Décembre 2019 - 7:59PM
Edgar (US Regulatory)
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 OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
OrbiMed Israel BioFund GP Limited Partnership |
2. Issuer Name and Ticker or Trading Symbol
BiomX Inc.
[
PHGE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
89 MEDINAT HAYEHUDIM ST., BUILDING E |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/18/2019 |
(Street)
HERZLIYA, L3 4614001
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $0.001 par value | 12/18/2019 | | P | | 500 | A | $8.93 | 2309989 | I | See Footnotes (1)(2)(3) |
Common Stock, $0.001 par value | 12/19/2019 | | P | | 3500 | A | $8.90 | 2313489 | I | See Footnotes (1)(2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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 |
Explanation of Responses: |
(1) | The purchases reported on this Form 4 were made by OrbiMed Israel Partners Limited Partnership ("OIP LP"). Following the transactions reported on this Form 4, OIP LP is the direct owner of 1,672,150 of these shares of common stock and OrbiMed Israel Incubator Limited Partnership ("OII LP") is the direct owner of 641,339 of these shares of common stock. OrbiMed Israel GP Ltd. ("OrbiMed Israel") is the general partner of OrbiMed Israel BioFund GP Limited Partnership ("OrbiMed BioFund"), which is the general partner of each of OIP LP and OII LP. |
(2) | By virtue of the relationships described in footnote 1, OrbiMed Israel and OrbiMed BioFund may be deemed to have voting and investment power over the securities held by OIP LP and OII LP 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, Jonathan T. Silverstein, Nissim Darvish, Anat Naschitz and Erez Chimovits. Erez Chimovits, a member of the Issuer's board of directors, is an employee of OrbiMed Israel. |
(3) | This report on Form 4 is jointly filed by OrbiMed Israel and OrbiMed BioFund. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner for the purpose of Section 16 of the Exchange Act, or for any other purpose. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
OrbiMed Israel BioFund GP Limited Partnership 89 MEDINAT HAYEHUDIM ST., BUILDING E HERZLIYA, L3 4614001 | X | X |
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OrbiMed Israel GP Ltd. 89 MEDINAT HAYEHUDIM ST., BUILDING E HERZLIYA, L3 4614001 | X | X |
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Signatures
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/s/ Carl L. Gordon | | 12/20/2019 |
**Signature of Reporting Person | Date |
/s/ Carl L. Gordon | | 12/20/2019 |
**Signature of Reporting Person | Date |
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