BiomX (PHGE) Form 4 Change in insider ownership

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

OrbiMed Israel BioFund GP Limited Partnership

(Last) (First) (Middle)

89 MEDINAT HAYEHUDIM ST., BUILDING E

(Street)

HERZLIYA L3 4614001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BiomX Inc. [ PHGE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/05/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock, $0.001 par value	12/05/2019		P		3,400	A	$7.99	2,293,889(1)	I	See Footnotes(2)(3)(4)
Common Stock, $0.001 par value	12/06/2019		P		800	A	$8	2,294,689(1)	I	See Footnotes(2)(3)(4)
Common Stock, $0.001 par value	12/09/2019		P		6,000	A	$8.68	2,300,689(1)	I	See Footnotes(2)(3)(4)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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

1. Name and Address of Reporting Person^*

OrbiMed Israel BioFund GP Limited Partnership

(Last) (First) (Middle)

89 MEDINAT HAYEHUDIM ST., BUILDING E

(Street)

HERZLIYA L3 4614001

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

OrbiMed Israel GP Ltd.

(Last) (First) (Middle)

89 MEDINAT HAYEHUDIM ST., BUILDING E

(Street)

HERZLIYA L3 4614001

(City) (State) (Zip)

Explanation of Responses:

1. Reflects a decrease of one share to account for rounding of fractional shares initially reported on the Reporting Persons' Form 3.

2. 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 1,659,350 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.

3. By virtue of the relationships described in footnote 2, 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.

4. 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.

	/s/ Carl L. Gordon	12/09/2019
	/s/ Carl L. Gordon	12/09/2019
	** Signature of Reporting Person	Date
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