BiomX (PHGE) Proxy filing summary

Executive summary

• An extraordinary special meeting is scheduled for April 10, 2026, to vote on the 2026 Equity Incentive Plan and a potential adjournment proposal.

• The 2026 Equity Incentive Plan introduces up to 1,390,000 shares with an annual 4% evergreen increase for ten years, replacing the prior plan.

• The plan aims to attract, retain, and motivate key personnel, especially amid recent leadership changes.

• The Board unanimously recommends voting in favor of both proposals.

Voting matters and shareholder proposals

• Proposal 1 seeks approval of the 2026 Equity Incentive Plan, including an evergreen mechanism for annual share increases.

• Proposal 2 allows adjournment of the meeting to solicit more proxies if Proposal 1 lacks sufficient votes.

• Both proposals require a majority of shares present or represented by proxy for approval.

• Abstentions count as votes against; broker non-votes have no effect.

Board of directors and corporate governance

• Recent leadership transitions include Michael Oster as CEO (March 2026) and David Rokach as CFO (February 2026).

• The Board comprises seven directors with diverse backgrounds in finance, investment, healthcare, and operations.

• Committee roles are specified, with Liat Bidas chairing Audit and Nominating Committees, and Amir Shalom chairing Compensation.