01/16/2026 | Press release | Distributed by Public on 01/16/2026 18:59
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series Y Convertible Preferred Stock | 01/02/2026 | 12/29/2026 | Common Stock | 1,650,000 | $2(1) | I | By Pyu Pyu Capital, LLC(2) |
| Common Stock Purchase Warrants | 01/02/2026 | 01/02/2031 | Common Stock | 3,300,000 | $2 | I | By Pyu Pyu Capital, LLC(2) |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Yeganeh Reuven C/O BIOMX INC. 22 EINSTEIN ST., FLOOR 4 NESS ZIONA, IL 414003 |
X | X | ||
| /s/ Reuven Yeganeh | 01/16/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each share of Series Y Convertible Preferred Stock is initially convertible into common stock at a conversion price of $2.00 per share, subject to customary anti-dilution adjustments for stock splits, stock dividends, recapitalizations and similar transactions. In addition, upon receipt of the requisite stockholder approval, the conversion price may be adjusted as provided in the Certificate of Designation. |
| (2) | The reported securities are held by Pyu Pyu Capital, LLC, of which the reporting person is the sole member, and over which the reporting person exercises sole voting and dispositive power. |