Chemomab Therapeutics Ltd. filed a Form 6-K on November 3, 2026, furnishing disclosure for the purpose of incorporating by reference into its existing registration statements financial and business information about merger partner Scipher Medicine Corporation, following the effectiveness of an amended Form S-4 Registration Statement.
Key Highlights
- Merger Agreement: According to the filing, Chemomab entered into an Agreement and Plan of Merger with Snowdrift Parent Corporation, Snowdrift Sub Corp., Elderwood Ltd., and Scipher Medicine Corporation on July 7, 2026.
- Registration Statement Effective: The filing states that the amended Form S-4 (File No. 333-299153-01), filed by Snowdrift Parent Corporation on October 29, 2026, was declared effective by the SEC on October 30, 2026.
- Incorporation by Reference: The 6-K is being furnished to incorporate specified sections of the Form S-4 into Chemomab's existing Form F-3 (File Nos. 333-275002 and 333-281750) and Form S-8 (File Nos. 333-259489 and 333-266868) registration statements.
- Scipher Financial Statements Included: Incorporated content includes Scipher's audited financial statements for the years ended December 31, 2025 and 2024, audited by Deloitte and Touche LLP, beginning on page F-45 of the Registration Statement.
- Pro Forma Information: The filing also incorporates "Unaudited Pro Forma Condensed Combined Financial Information," giving effect to the Merger, beginning on page 330 of the Registration Statement.
- Auditor Consent Filed: The consent of Deloitte and Touche LLP, as Scipher's independent registered public accounting firm, is filed as Exhibit 23.1 and incorporated by reference into the registration statements referenced.
Chemomab's 6-K Ties Scipher Merger Disclosures to Existing Registration Statements
Chemomab Therapeutics Ltd. (NASDAQ:CMMB), an Israeli biopharmaceutical company headquartered in Tel Aviv, filed this Form 6-K on November 3, 2026, signed by Chief Financial Officer Sigal Fattal. According to the filing, its primary purpose is to furnish disclosure so that specific sections of an already-effective Form S-4 registration statement can be incorporated by reference into four of Chemomab's existing registration statements filed under the Securities Act of 1933.
The filing references the July 7, 2026 Agreement and Plan of Merger, which, as described in the 6-K, contemplates "a series of transactions resulting in Chemomab redomiciling into the U.S. and Scipher becoming a wholly owned subsidiary of Chemomab following such domestication." Snowdrift Parent Corporation filed the amendment to the Form S-4 on October 29, 2026, and the Commission declared it effective the following day, October 30, 2026.
The nine sections of the Registration Statement being incorporated by reference include Scipher's business description beginning on page 265, Scipher's audited financial statements beginning on page F-45, Scipher's unaudited interim condensed financial statements as of June 30, 2026 beginning on page F-80, Chemomab's own unaudited interim condensed consolidated financial statements beginning on page F-3, management's discussion and analysis sections for both companies, and unaudited pro forma condensed combined financial information beginning on page 330. The consent of Deloitte and Touche LLP, Scipher's auditor, is attached as Exhibit 23.1.
What Was Disclosed
Chemomab filed a Form 6-K to incorporate by reference into four existing registration statements nine specified sections of an effective Form S-4 related to its planned merger with Scipher Medicine Corporation, including Scipher's audited financials, interim financials, and pro forma combined financial data.



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