Current Report · Items 8.01, 9.01 · 8-K
Tessera Defense and Homeland Security Inc.
Other Events
Item 8.01. Other Events. On August 28, 2026, BiomX Inc. (the “Company”) announced that it will effect a one-for-ten (1-for-10) reverse stock split of its common stock, par value $0.0001 per share (the “Common Stock”) (the “Reverse Stock Split”).…
Filed Aug 28, 2026Accepted Aug 28, 2026, 5:00 PM EDTCIK 1739174Accession 0001213900-26-095146
Company context
Tessera Defense and Homeland Security Inc. (NYSE American: HLSQ) is a physical security technology company providing integrated, bespoke security solutions that connect detection, intelligence and response across complex security environments. The Tessera platform integrates cameras, sensors, detection technologies, AI and other security infrastructure to identify threats, understand events and coordinate response in real time. Tessera provides the technology, hardware and implementation expertise needed to tailor security solutions to the specific requirements of each site, helping customers deploy and optimize integrated security systems across critical infrastructure, energy, digital infrastructure and homeland security applications.
Current securities
Historical securities (4)
Registered securities in this filing
BIOMX INC. · 8-K · Filed 2026-08-28
As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.
Common Stock, $0.0001 par value per share
- Exchange
- NYSE
- Classification
- COMMON
- Status
- Historical · closed Sep 10, 2026
Filing context
Context: AsOf2026-08-28
Dimensions: Not supplied
Accession 000121390026095146 · 1 registered-security cover member
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Items 8.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On August 28, 2026, BiomX Inc. (the “Company”)
announced that it will effect a one-for-ten (1-for-10) reverse
stock split of its common stock, par value $0.0001 per share (the “Common Stock”) (the “Reverse Stock Split”).
The Reverse Stock Split was approved by the Company’s
stockholders at a special meeting held on August 25, 2026, at which the stockholders approved an amendment to the Company’s Amended
and Restated Certificate of Incorporation to effect one or more reverse stock splits at an aggregate ratio of not less than 1-for-5 and
not more than 1-for-20, and providing that upon effectiveness of any such reverse stock split the number of authorized shares of Common
Stock would be reduced from 750,000,000 to 150,000,000. On August 28, 2026, the Company’s Board of Directors, acting by unanimous
written consent, fixed the ratio of the Reverse Stock Split at one-for-ten and fixed the effective time of the action.
The Company expects to file a Certificate of Amendment
to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware giving effect to the Reverse
Stock Split (together with the reduction in authorized shares), to become effective at 12:01 a.m., Eastern Time, on September 9, 2026.
The Common Stock is expected to begin trading on the NYSE American on a split-adjusted basis when the market opens on September 9, 2026.
Following the Reverse Stock Split, the Common Stock will be assigned CUSIP number 09090D 608.
At the effective time, each ten (10) shares of
Common Stock issued and outstanding immediately prior thereto will automatically be combined into one (1) validly issued, fully paid and
non-assessable share of Common Stock, without any change in the par value per share, reducing the number of outstanding shares of Common
Stock from approximately 26.7 million to approximately 2.7 million. No fractional shares will be issued in connection with the Reverse
Stock Split; any stockholder who would otherwise be entitled to receive a fractional share will instead be entitled to receive an additional
fraction of a share of Common Stock sufficient to round such holder’s interest up to the next whole share. The Reverse Stock Split
will affect all stockholders uniformly and will not alter any stockholder’s percentage ownership interest in the Company’s
equity, except for minor changes resulting from the treatment of fractional shares. Proportionate adjustments will be made to the exercise
prices and the number of shares underlying the Company’s outstanding warrants, convertible instruments and equity awards. Continental
Stock Transfer & Trust Company, the Company’s transfer agent, is acting as exchange agent for the Reverse Stock Split.
The Company will report the filing and effectiveness
of the Certificate of Amendment under Item 5.03 of Form 8-K following the effective time.
The information in this Item 8.01 and Exhibit
99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth
by specific reference in such a filing.