BiomX Inc. — Director's Dealing 2024

Jul 12, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: BiomX Inc. (PHGE)
CIK: 0001739174
Period of Report: 2024-07-09

Reporting Person: Flynn James E (Director, 10% Owner, Director by Deputization)
Reporting Person: DEERFIELD MANAGEMENT COMPANY, L.P. (SERIES C) (Director, 10% Owner, Director by Deputization)
Reporting Person: Deerfield Mgmt V, L.P. (Director, 10% Owner, Director by Deputization)
Reporting Person: Deerfield Mgmt HIF, L.P. (Director, 10% Owner, Director by Deputization)
Reporting Person: Deerfield Private Design Fund V, L.P. (10% Owner, Director by Deputization)
Reporting Person: Deerfield Healthcare Innovations Fund II, L.P. (Director, 10% Owner, Director by Deputization)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-07-09	Warrants	$5.00	A	722175	Acquired	2027-01-28	Common Stock (722175)	Indirect
2024-07-09	Warrants	$5.00	A	722175	Acquired	2027-01-28	Common Stock (722175)	Indirect
2024-07-09	Warrants	$0.2311	A	20175000	Acquired	2026-07-09	Common Stock (20175000)	Indirect
2024-07-09	Warrants	$0.2311	A	20175000	Acquired	2026-07-09	Common Stock (20175000)	Indirect

Footnotes

F1: Each of Deerfield Private Design Fund V, L.P. ("Fund V") and Deerfield Healthcare Innovations Fund II, L.P. ("HIF II" and, together with Fund V, the "Funds") acquired warrants to purchase 722,175 shares of Common Stock (the "Merger Warrants") pursuant to the Agreement and Plan of Merger, dated as of March 6, 2024 (the "Merger Agreement"), among the Issuer, BTX Merger Sub I, Inc., BTX Merger Sub II, LLC and Adaptive Phage Therapeutics, Inc. ("APT"). As a result of the transactions contemplated by the Merger Agreement (the "Merger"), 9,425,223 shares of Series B Preferred Stock and 16,972,145 shares of Series B-1 Preferred Stock of APT held by each of the Funds immediately prior to the Merger were converted into (i) 3,055,049 shares of Common Stock, (ii) 13,490 shares of Series X Non-Voting Convertible Preferred Stock ("Series X Preferred Stock") of the Issuer and (iii) the Merger Warrants.

F2: The Merger Warrants were originally issued on March 15, 2024, but were not exercisable unless and until requisite approval of the Issuer's stockholder had been obtained. Such approval was obtained on July 9, 2024, whereupon the Merger Warrants became exercisable in accordance with their terms. The acquisition or deemed acquisition of such securities and any shares of Common Stock that may be acquired upon exercise of the Merger Warrants were exempted pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F3: This Form 4 is being filed by the undersigned as well as the entities listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). Deerfield Mgmt V, L.P. is the general partner of Fund V. Deerfield Mgmt HIF II, L.P. is the general partner of HIF II. Deerfield Management Company, L.P. is the investment manager of each Fund. James E. Flynn is the sole member of the general partner of each of Deerfield Mgmt V, L.P., Deerfield Mgmt HIF II, L.P. and Deerfield Management Company, L.P.

F4: In accordance with Instruction 4 (b)(iv) to Form 4, the entire amount of the Merger Warrants and the Private Placement Warrants held by the Funds is reported herein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.

F5: On March 15, 2024, each Fund purchased 40,350 shares of Series X Preferred Stock and warrants to purchase 20,175,000 shares of Common Stock in a private placement at a combined purchase price of $231.10 per share of Series X Preferred Stock and warrant to purchase one-half of one share of Common Stock (subject to adjustment as provided in the warrants) (the "Private Placement Warrants").

F6: The Private Placement Warrants were originally issued on March 15, 2024, but were not exercisable unless and until requisite approval of the Issuer's stockholder had been obtained. Such approval was obtained on July 9, 2024, whereupon the Merger Warrants became exercisable in accordance with their terms. The acquisition or deemed acquisition of such securities and any shares of Common Stock that may be acquired upon exercise of the Private Placement Warrants were exempted pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.