الإحصائيات الأساسية
| CIK | 1726711 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Aditxt, Inc.
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| August 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 27, 2025 |
Exhibit 10.1 THIS SIXTH AMENDMENT, dated as of August 26, 2025 (this “Amendment”), to that certain Amended and Restated Agreement and Plan of Merger dated as of July 12, 2024 (the “Restated Merger Agreement”), which Restated Merger Agreement amended and restated in its entirety that certain Agreement and Plan of Merger dated December 11, 2023, is entered into by and among Aditxt, Inc., a Delaware |
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| August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) Exhibit 99.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-367 |
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| August 18, 2025 |
Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) June 30, 2025 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars, except share) As of June 30, 2025 Aditxt Evofem Pro Forma Adjustments Notes Pro Forma Consolidated $ $ $ $ ASSETS CURRENT ASSETS: Cash 324 - 23,923 4(a) 24,247 Restricted cash - 7 |
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| August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 6) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39336 Aditxt, In |
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| August 11, 2025 |
Exhibit 99.1 (00:00): Alright? All welcome everybody to Wall Street Reporters. Next super stock live stream where we bring you those stocks which have that 10 x to 100 x upside potential companies going after massive multi-billion dollar market opportunities that are now at a key inflection point and with multiple catalysts in place for that 10 x. Uh, and that brings us back to ADTX, uh, and Amro |
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| August 11, 2025 |
Financial Statements and Exhibits, Regulation FD Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 24, 2025 |
Exhibit 99.2 Jack Marks (00:24): Okay, welcome everybody to Wall Street Reporters’ Next super stock live stream, where we bring you those stocks, which have that 10 x to 100 x upside potential companies going up to massive multi-billion dollar market opportunities that are at a key inflection point right now, and with multiple catalysts in place. Uh, and that perfectly describes Aditxt. I should a |
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| July 21, 2025 |
Financial Statements and Exhibits, Regulation FD Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 21, 2025 |
Exhibit 99.2 Jack Marks (00:00): Alright, welcome everybody to Jack Marks (00:02): Wall Street Reporters. Next super stock livestream where we bring you those stocks, which have that 10 x to 100 x upside potential companies going after massive multi-billion dollar market opportunities that are at a key inflection point, and with multiple catalysts in place for that 10 x upside. And speaking of mul |
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| July 21, 2025 |
Exhibit 99.1 PAGE 1 PEARSANTA: PIONEERING THE FUTURE OF EARLY DISEASE DETECTION TRANSFORMING LIVES THROUGH EARLY, NON - INVASIVE DIAGNOSTICS Certain statements in this presentation constitute “forward - looking statements” within the meaning of federal securities laws . Forward - looking statements include statements regarding the Company’s intentions, beliefs, projections, outlook, analyses, or c |
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| July 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 10, 2025 |
Exhibit 99.1 Jack Marks (00:01): Okay. And we’re live. Alright, welcome everybody to Wall Street Reporter’s next super stock live stream where we bring you those stocks, which have that 10 x to 100 x upside potential companies going after massive multi-billion dollar market opportunities. That already key inflection point right now. And with those multiple catalyst in place. And of course, that br |
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| July 1, 2025 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 26, 2025, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, California 92122 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and coll |
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| July 1, 2025 |
Form of Senior Note (June 2025) Exhibit 10.1 THE ISSUANCE AND SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF RE |
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| July 1, 2025 |
Form of Senior Subordinated Convertible Note of Evofem Biosciences, Inc. (June 2025) Exhibit 10.3 FORM OF SENIOR SUBORDINATED CONVERTIBLE NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF |
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| July 1, 2025 |
Exhibit 99.1 (00:00): Welcome everybody to Wall Street Reporters. Next super stock live stream where we bring those stocks, which have that 10 x to 100 x upside potential companies going after massive multi-billion dollar market opportunities that are at a key inflection point with multiple catalysts in place. And, uh, that brings us to Aditxt, ADTX on Nasdaq and, uh, the CEO Amro Albanna. Amro, w |
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| July 1, 2025 |
Form of Warrant of Evofem Biosciences, Inc. (June 2025) Exhibit 10.4 FORM OF WARRANT NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATIO |
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| July 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 30, 2025 |
Aditxt, Inc. Up to 50,000,000 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-288211 Aditxt, Inc. Up to 50,000,000 Shares of Common Stock This prospectus relates to the resale of up to 50,000,000 shares of our common stock that we may issue and sell to Seven Knots, LLC (“Seven Knots”) from time to time, in our sole discretion, under a common stock purchase agreement that we entered into with Seven Knots on May |
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| June 27, 2025 |
Aditxt, Inc. 2569 Wyandotte Street, Suite 101 Mountainview, CA 94043 (650) 870-1200 Aditxt, Inc. 2569 Wyandotte Street, Suite 101 Mountainview, CA 94043 (650) 870-1200 June 27, 2025 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jessica Dickerson Re: Aditxt, Inc. Registration Statement on Form S-1 Filed June 20, 2025 File No. 333-288211 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations |
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| June 25, 2025 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| June 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 25, 2025 |
Form of Unsecured Promissory Note dated June 20, 2025 Exhibit 10.1 UNSECURED PROMISSORY NOTE $ June 20, 2025 FOR VALUE RECEIVED, the undersigned, ADITXT, INC., a Delaware corporation (together with its successors and assigns, the "Borrower"), hereby promises to pay to the order of [], an individual (together with his successors and assigns, the "Lender"), at the Lender's offices at 2569 Wyandotte St., Suite 101. Mountain View, California (or such oth |
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| June 20, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) ADITXT, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price per Share (2) Maximum Aggregate Offering Price Amount of Registration Fee Fees to Be Paid Equity Common Stock, $0.001 pa |
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| June 20, 2025 |
As filed with the U.S. Securities and Exchange Commission on June 20. 2025 As filed with the U.S. Securities and Exchange Commission on June 20. 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 82-3204328 (State or other jurisdiction of incorporation or organization) (I.R.S. Employe |
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| June 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 5, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 9, 2025 |
Exhibit 99.1 Amro Albanna (00:07): Okay, we’re just gonna, we’re just gonna go ahead and wait a few seconds, as we always do as attendees are joining. I do have Friedrich here, and I’m just looking at the attendee list. Let’s see. I see a few people from our team. Okay. I am just waiting a couple more seconds. Very good. Welcome everybody. Thanks for joining us. Today I do have Friedrich and Saund |
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| June 9, 2025 |
Unsecured Promissory Note dated June 5, 2025 Exhibit 10.1 UNSECURED PROMISSORY NOTE $70,000 June 5, 2025 FOR VALUE RECEIVED, the undersigned, ADITXT, INC., a Delaware corporation (together with its successors and assigns, the “Borrower”), hereby promises to pay to the order of Shahrokh Shabahang, an individual (together with his successors and assigns, the “Lender”), at the Lender’s offices at 737 N. Fifth Street, Suite 200, Richmond, Virgin |
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| June 9, 2025 |
Evofem Biosciences’ CEO Saundra Pelletier Joins Aditxt Board of Directors Exhibit 99.2 Evofem Biosciences’ CEO Saundra Pelletier Joins Aditxt Board of Directors MOUNTAIN VIEW, CA, June 9, 2025 — Aditxt, Inc. (Nasdaq: ADTX) (“Aditxt” or the “Company”), a social innovation platform accelerating promising health innovations, today announced the appointment of Saundra Pelletier, CEO of Evofem Biosciences, Inc. (OTCPK: EVFM) (“Evofem”), to Aditxt’s Board of Directors. “We be |
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| June 2, 2025 |
Exhibit 99.1 Amro Albanna (00:04): Welcome everybody. Just as always, I'm gonna wait a few seconds here to see to just let to wait on people joining. I am looking at the attendees list, and we're just gonna wait a few more seconds as we see people coming in to make sure that we don't miss out on recording the full session. [00:00:30] All right. Just more attendees are joining, and maybe with that |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 27, 2025 |
Unsecured Promissory Note dated May 22, 2025 Exhibit 10.1 UNSECURED PROMISSORY NOTE $233,000 May 22, 2025 FOR VALUE RECEIVED, the undersigned, ADITXT, INC., a Delaware corporation (together with its successors and assigns, the “Borrower”), hereby promises to pay to the order of Amro Albanna, an individual (together with his successors and assigns, the “Lender”), at the Lender’s offices at 737 N. Fifth Street, Suite 200, Richmond, Virginia (o |
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| May 19, 2025 |
Financial Statements and Exhibits, Regulation FD Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 19, 2025 |
Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) March 31, 2025 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As of March 31, 2025 Aditxt Evofem Pro Forma adjustments Notes Pro Forma consolidated $ $ $ $ ASSETS CURRENT ASSETS: Cash 476 221 24,063 4(a) 24,760 Restricted cash - 888 (863 ) |
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| May 19, 2025 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 5) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) |
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| May 19, 2025 |
Exhibit 99.1 EVOFEM BIOSCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands, except par value and share data) As of March 31, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 221 $ - Restricted cash 888 741 Trade accounts receivable, net 1,149 9,832 Inventories 2,263 1,577 Prepaid and other current assets 1,352 1,459 Total current |
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| May 19, 2025 |
Exhibit 99.1 Amro Albanna (00:20): Jeff as we have done in the past. Let's just wait to see who's joining. I don't know if you can see it on your side as well, but so far we're just seeing people join and I'm waiting for those who can hear us. We're just waiting a little bit for everybody to get a chance to join the Zoom call. Okay. Maybe we can get started. I think everybody knows Jeff Ramson. Je |
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| May 19, 2025 |
Exhibit 99.1 Aditxt Announces Termination of Arrangement Agreement with Appili Therapeutics Will eliminate approximately $16M in closing obligations MOUNTAIN VIEW, Calif., May 19, 2025 – Aditxt, Inc. (NASDAQ: ADTX) (“Aditxt” or the “Company”), a social innovation platform accelerating promising health innovations, today announced that it has determined it is in the best interest of the Company and |
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| May 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 15, 2025 |
Senior Secured Note dated May 9, 2025 Exhibit 10.2 THIS SENIOR SECURED NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”), AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF |
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| May 15, 2025 |
Exhibit 99.1 Amro Albanna (00:12): I see one attendee, Jeff. (00:35): Hello everybody. I see people are joining right now. Good morning, good afternoon, good day. I am joined here by Jeff Ramson. We’ll do a quick intro here in a second. Just want to make sure that we wait few seconds for everybody to join. And it looks like everybody has joined so far. So thank you again for joining our Aditxt Wee |
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| May 15, 2025 |
Exhibit 10.3 EXECUTION COPY FORBEARANCE AGREEMENT This Forbearance Agreement (“Agreement”) is made and entered into this 9th day of May, 2025, by and between, the undersigned investor (“Investor”) and Aditxt, Inc., a Delaware corporation (the “Company”) (collectively, the “Parties”). WHEREAS, the Parties refer herein to the following: (i) prior to the date hereof, the Investor and/or certain other |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39336 Aditxt, I |
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| May 15, 2025 |
Securities Purchase Agreement dated May 9, 2025 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 9, 2025 (the “Execution Date”), between Aditxt, Inc., a Delaware corporation (the “Company”), and the investor listed on the Buyer Schedule attached hereto (“Buyer”). RECITALS A. The Company and Buyer are executing and delivering this Agreement in reliance upon the exemption from securi |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 5, 2025 |
Exhibit 99.1 Amro Albanna (00:05): All right. Welcome everybody. I do see people are starting to join, so I’m just going to take a few seconds to make sure that everybody gets the beginning of the Aditxt weekly updates. I see some people joining right now, and with that we probably can get started. Maybe a couple more people here, a couple more seconds. So, hello everybody. Good morning, good afte |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 25, 2025 |
Form of Senior Note (April 2025) Exhibit 10.1 THE ISSUANCE AND SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF RE |
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| April 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 22, 2025 |
Exhibit 99.1 Amro Albanna (00:09): So Steve, we’ll just wait a couple, few seconds here because for some reason, we need to wait to make sure that the whole thing is being recorded. I’m seeing people joining. Steve Varvel, Director of Clinical Trials, Pearsanta (00:21): Yeah, me too. Amro Albanna (00:21): We have few attendees. I’m just waiting few seconds here. More and more people are joining. ( |
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| April 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2025 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 15, 2025 |
Exhibit 10.1 CALL OPTION AGREEMENT This Call Option Agreement (this “Agreement”), dated as of April 10, 2025 (the “Effective Date”), is by and among Aditxt, Inc., a Delaware corporation (the “Company”), Adjuvant Global Health Technology Fund, L.P. and Adjuvant Global Health Technology Fund DE, L.P. (collectively, the “Security Holder”) and Evofem Biosciences, Inc., a Delaware corporation (“Evofem” |
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| April 14, 2025 |
Exhibit 99.1 Amro Albanna (00:03): All right, so we’ll go ahead and just wait for, I guess, five or 10 seconds here in case you are listening. I am seeing some of the attendees joining and let’s see, more people are joining. Thank you. Thank you all for joining. Good morning. Good afternoon. My name is Amro Albanna. I am the co-founder and CEO of Aditxt. And today, I have Jeff Ramson, who has been |
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| April 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| April 9, 2025 |
Aditxt, Inc. (NASDAQ: ADTX) Regains Compliance with Nasdaq Listing Requirements Exhibit 99.1 Aditxt, Inc. (NASDAQ: ADTX) Regains Compliance with Nasdaq Listing Requirements Mountain View, California. (April 9, 2025) – Aditxt, Inc. (NASDAQ: ADTX) (“Aditxt” or the “Company”), a social innovation platform dedicated to accelerating promising health innovations, announced today that it received notification from the Listing Qualifications Department of The Nasdaq Stock Market LLC |
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| April 9, 2025 |
Form of Warrant of Evofem Biosciences, Inc. Exhibit 10.3 FORM OF WARRANT NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATIO |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| April 9, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 8, 2025, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, California 92122 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and coll |
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| April 9, 2025 |
Exhibit 10.4 EVOFEM BIOSCIENCES, INC. WAIVER AGREEMENT THIS WAIVER AGREEMENT (this “Waiver Agreement”) is made as of April 8, 2025 by and between Evofem Biosciences, Inc. a Delaware corporation (the “Company”), and Aditxt, Inc., a Delaware corporation (the “Parent”) Adifem, Inc., f/k/a Adicure, Inc., a Delaware corporation (“Merger Sub” and together with the Company and Parent, the “Parties” and e |
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| April 9, 2025 |
Form of Senior Subordinated Convertible Note of Evofem Biosciences, Inc. Exhibit 10.2 FORM OF SENIOR SUBORDINATED CONVERTIBLE NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF |
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| April 9, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| April 7, 2025 |
Exhibit 99.1 Amro Albanna (00:03): All right folks, those that are just joining us, we’re going to go ahead and wait for a few seconds just to make sure that the recording is capturing everything. I do see more guests joining right now, and Jeff, Don, we are almost there. All right, very good. Welcome everybody. Thank you for joining our Aditxt weekly update. And with that I’m going to go ahead an |
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| April 7, 2025 |
Financial Statements and Exhibits, Regulation FD Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| April 3, 2025 |
Up to $11,840,454 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-280757 SUPPLEMENT NO. 1 TO PROSPECTUS SUPPLEMENT DATED OCTOBER 25, 2024 (To Prospectus dated August 6, 2024) Up to $11,840,454 Common Stock This prospectus supplement amends and supplements the prospectus dated August 6, 2024, filed as a part of our registration statement on Form S-3 (File No. 333-280757) as amended by our prospectus supplement |
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| April 3, 2025 |
The date of this prospectus supplement is April 3, 2025. Filed pursuant to Rule 424(b)(5) Registration No. 333-280757 SUPPLEMENT NO. 1 TO PROSPECTUS SUPPLEMENT DATED OCTOBER 7, 2024 (To Prospectus dated August 6, 2024) This prospectus supplement amends and supplements the prospectus dated August 6, 2024, filed as a part of our registration statement on Form S-3 (File No. 333-280757) as amended by our prospectus supplement dated October 7, 2024 (the “Pri |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For fiscal year ended: December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39336 Aditxt, Inc. (Exact name of |
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| March 31, 2025 |
Exhibit 99.1 Amro Albanna (00:04): Very good. Let’s get started. Thank you for joining. This is, again, our Aditxt weekly update. This is our way of sharing updates with our stakeholders and current stakeholders. (00:16): And with that, I’m going to go ahead and ask Shahrokh to just do a quick intro as our chief innovation Officer. So Shahrokh, why don’t you go ahead and please get us started? Dr. |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 28, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 28, 2025 |
Exhibit 99.1 Aditxt Subsidiary Pearsanta Completes the Acquisition of Proprietary Adductomics Technology to Develop and Advance the Platform toward Clinical and Commercial Applications for Monitoring Early Signs of Increased Cancer Risk Acquisition is key to Pearsanta’s mission of addressing cancer through early detection and prevention Pearsanta plans further validation and regulatory submissions |
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| March 25, 2025 |
Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) December 31, 2024 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As of December 31, 2024 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated ASSETS $ $ $ $ $ CURRENT ASSETS: Cash 833 - 129 17,888 5(a) 18,850 Res |
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| March 25, 2025 |
Report of Independent Registered Public Accounting Firm Exhibit 99.1 Report of Independent Registered Public Accounting Firm Board of Directors and Stockholders Evofem Biosciences, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Evofem Biosciences, Inc. and Subsidiaries (the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements of operations, comprehensive operation |
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| March 25, 2025 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 4) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Com |
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| March 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 4) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) |
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| March 25, 2025 |
Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) December 31, 2024 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As of December 31, 2024 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated $ $ $ $ $ ASSETS CURRENT ASSETS: Cash 833 - 129 17,888 5(a) 18,850 Res |
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| March 25, 2025 |
Exhibit 99.1 Appili Therapeutics Inc. Interim Condensed Consolidated Financial Statements (Unaudited) December 31, 2024 February 14, 2025 Management’s Responsibility for Financial Reporting The accompanying unaudited interim condensed consolidated financial statements of Appili Therapeutics Inc. (the “Company”) are the responsibility of management and have been approved by the Board of Directors. |
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| March 24, 2025 |
Exhibit 10.1 THIS FIFTH AMENDMENT dated as of March 24, 2025 (this “Amendment”), to that certain Amended and Restated Agreement and Plan of Merger dated as of July 12, 2024 (as amended hereby, the “Restated Merger Agreement”), which amended and restated in its entirety that certain Agreement and Plan of Merger dated December 11, 2023, is entered into by and among Aditxt, Inc., a Delaware corporati |
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| March 24, 2025 |
Exhibit 99.1 Amro Albanna (00:00): Okay. Here we go. Welcome, everyone. Thank you for joining us in our weekly updates. We thought this would be a great idea for us to communicate with our stakeholders. I know there is so many things happening with Aditxt, and as we move forward, we want to make sure that we deploy whatever mechanisms we have to keep you updated on what’s going on, inclusive of an |
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| March 24, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| March 12, 2025 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT to the AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of ADITXT, INC. ADITXT, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Aditxt, Inc. The Certificate of Incorporation was filed with the Secretary of State of th |
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| March 12, 2025 |
Exhibit 99.1 Aditxt, Inc. (NASDAQ: ADTX) Announces 1-for-250 Reverse Stock Split Effective at the Open of Trading on March 17, 2025 Mountain View, Ca. (March 12, 2025) –Aditxt, Inc. (NASDAQ: ADTX) (“Aditxt” or the “Company”), an innovation platform dedicated to discovering, developing, and deploying promising health innovations, announced today that it will effect a 1-for-250 reverse split of its |
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| March 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 7, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2025 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 6, 2025 |
Exhibit 10.1 SETTLEMENT AGREEMENT This Settlement Agreement (the “Settlement Agreement”) is entered into as of the date of the last party’s signature below (“Effective Date”), between Aditxt, Inc. (“Aditxt”) and Aldevron, LLC (“Aldevron”) (collectively, referred to as the “Parties”). WHEREAS, Aditxt and Aldevron entered into a Services Agreement, dated March 28, 2022, as amended (“MSA” and togethe |
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| March 6, 2025 |
Exhibit 99.1 Aditxt Subsidiary Adimune to Ship Drug Substances for Final Drug Product Formulation of ADI-100 Ahead of Planned Clinical Trials in Type 1 Diabetes and Psoriasis in Germany, and Stiff Person Syndrome at the Mayo Clinic in the U.S. MOUNTAIN VIEW, Calif., March 6, 2025-(BUSINESS WIRE)-Aditxt, Inc. (NASDAQ: ADTX) (“Aditxt” or the “Company”), a social innovation platform dedicated to acce |
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| March 6, 2025 |
Exhibit 10.2 PROMISSORY NOTE $824,371.06 Date: [ ], 2025 FOR VALUE RECEIVED, Aditxt, Inc., a Delaware corporation, (“Maker”) promises to pay to Aldevron, LLC a Delaware corporation, the principal sum of Eight Hundred Twenty Four Thousand Dollars and Six Cents ($824,371.06) (the “Principal Amount”), at the terms set forth below: 1. Interest. The Principal Amount shall not bear interest unless the P |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2025 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction of incorporation) (Commission File Num |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Num |
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| February 24, 2025 |
Exhibit 99.1 [00:05.340 – 00:05.700] Amro Albanna: Great. [00:05.980 – 00:06.220] Amro Albanna: Welcome. [00:06.620 – 00:07.440] Amro Albanna: Welcome, everybody. [00:08.140 – 00:09.120] Amro Albanna: Thank you for joining. I have Jeff Ramson here joining me and Chris Mitton. [00:09.560 – 00:14.460] Amro Albanna: Maybe with that, Jeff, why don’t we get started? Maybe a little bit of intro—your bac |
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| January 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| January 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| January 13, 2025 |
Exhibit 99.1 Aditxt’s Board of Directors Unanimously Approve Positioning Pearsanta for IPO to Support Global Launch of its Early Cancer Detection Platform Mountain View, CA – January 13, 2025 – Aditxt, Inc. (NASDAQ: ADTX) (“Aditxt” or the “Company”), a social innovation platform dedicated to accelerating promising health innovations, is pleased to announce that its Board of Directors has authorize |
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| January 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2025 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Numb |
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| December 12, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Num |
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| December 12, 2024 |
Exhibit 99.1 Aditxt’s Subsidiary Adimune Successfully Completes Preclinical Efficacy and Safety Studies for its Immune Modulation Therapeutic ADI Platform, Advancing Toward First-in-Human Clinical Trials Submission for Regulatory Approval to Initiate Human Trials for Type 1 Diabetes, Psoriasis, and Stiff-Person Syndrome Targeted for H2 2025 MOUNTAIN VIEW, CA – (Dec. 12, 2024) – Aditxt, Inc. (NASDA |
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| December 12, 2024 |
Exhibit 99.2 |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| November 21, 2024 |
Exhibit 99.1 EVOFEM BIOSCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands, except par value and share data) As of September 30, 2024 December 31, 2023 Assets Current assets: Cash and cash equivalents $ - $ - Restricted cash 722 580 Trade accounts receivable, net 5,393 5,738 Inventories 1,463 1,697 Prepaid and other current assets 999 1,195 Total current |
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| November 21, 2024 |
Exhibit 99.1 Appili Therapeutics Inc. Interim Condensed Consolidated Financial Statements (Unaudited) September 30, 2024 November 14, 2024 Management’s Responsibility for Financial Reporting The accompanying unaudited interim condensed consolidated financial statements of Appili Therapeutics Inc. (the “Company”) are the responsibility of management and have been approved by the Board of Directors. |
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| November 21, 2024 |
Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) September 30, 2024 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As of September 30, 2024 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated $ $ $ $ $ ASSETS CURRENT ASSETS: Cash 329 - 493 22,104 5(a) 22,926 R |
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| November 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 3) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Com |
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| November 21, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 3) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) |
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| November 21, 2024 |
Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) September 30, 2024 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As of September 30, 2024 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated ASSETS $ $ $ $ $ CURRENT ASSETS: Cash 329 - 493 22,104 5(a) 22,926 R |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 19, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Num |
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| November 19, 2024 |
Exhibit 10.1 THIS FOURTH AMENDMENT dated as of November 19, 2024 (this “Amendment”), to that certain Amended and Restated Agreement and Plan of Merger dated as of July 12, 2024 (as amended hereby, the “Restated Merger Agreement”), which amended and restated in its entirety that certain Agreement and Plan of Merger dated December 11, 2023, is entered into by and among Aditxt, Inc., a Delaware corpo |
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| November 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39336 Aditx |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-39336 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form 20-F ☐ Transition Report on Form N-SA |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Numb |
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| November 5, 2024 |
Exhibit 99.1 Amro Albanna (00:03): Great. Jeff, how you doing today? Jeff Ramson (00:05): I'm good, Amro. How are you doing? Amro Albanna (00:06): Wonderful. Thanks for doing this again, and thanks, everyone, for joining us. This is a great opportunity for us to engage with our stakeholders, share updates, and answer questions. We've been receiving excellent questions from all over the world, and |
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| October 30, 2024 |
Exhibit 99.1 Dr. Drew Pinsky (00:26): Alright, welcome everyone. Thank you so much for being here. I am truly excited. This is a pleasure to be a part of this project. First, I want to tell you about the players. Aditxt is a social innovation platform that has to say socially owned, dedicated to accelerating promising health innovations, Aditxt ecosystem of research institutions, industry partners |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Numb |
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| October 30, 2024 |
Exhibit 10.2 Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 28, 2024, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and the undersigned buyer (“Buyer”). RECITALS A. In connection with the Securities Purchase Ag |
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| October 30, 2024 |
Exhibit 10.1 Execution Version SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 28, 2024 is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and Aditxt, Inc. (the “Buyer”). RECITALS A. The Company and the Buyer are executing and deliveri |
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| October 29, 2024 |
Sylvia Hermina Joins Aditxt’s Board of Directors, Elevating Leadership with Broader Perspectives Exhibit 99.1 Sylvia Hermina Joins Aditxt’s Board of Directors, Elevating Leadership with Broader Perspectives Mountain View, CA October 29, 2024 - Aditxt, Inc. (“Aditxt” or the “Company”) (NASDAQ: ADTX), a social innovation platform dedicated to accelerating promising health innovations, today announced the appointment of Sylvia Hermina to its Board of Directors. With over 20 years of experience a |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Numb |
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| October 25, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-280757 PROSPECTUS SUPPLEMENT (To Prospectus Dated August 6, 2024) $35,000,000 Common Stock We have entered into an At The Market Offering Agreement (the “Offering Agreement”), dated December 20, 2022, with H.C. Wainwright & Co., LLC (the “Sales Agent” or “Wainwright”), as sales agent relating to the sale of our shares of our common stock, par v |
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| October 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Numb |
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| October 11, 2024 |
Exhibit 99.1 Amro Albanna (00:00): Jeff, we can get started. Jeff Ramson (00:02): Yeah, go ahead. Amro Albanna (00:03): Well, first of all, Jeff, thank you very much for doing this. I really appreciate you agreeing to do this. What we plan to do more often, so that way our stakeholders understand where we’re going, what’s going on with the company, and the whole objective here is to really provide |
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| October 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| October 7, 2024 |
Aditxt, Inc. 3,750,000 Shares of Common Stock Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(3) To Prospectus Dated September 13, 2024 Registration No. 333-281988 Aditxt, Inc. 3,750,000 Shares of Common Stock This prospectus supplement (“Supplement”) modifies, supersedes and supplements information contained in, and should be read in conjunction with, that certain prospectus (“Prospectus”), dated August 25, 2021 related to the resa |
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| October 7, 2024 |
Up to $35,000,000 of Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-280757 PROSPECTUS SUPPLEMENT (To Prospectus Dated August 6, 2024) Up to $35,000,000 of Shares of Common Stock This prospectus supplement relates to the issuance and sale of up to $35,000,000 of shares of our common stock that we may issue and sell to Seven Knots, LLC (“Seven Knots”) from time to time, in our sole discretion, under a common stoc |
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| October 3, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT to the AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of ADITXT, INC. ADITXT, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Aditxt, Inc. The Certificate of Incorporation was filed with the Secretary of State of th |
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| October 3, 2024 |
Exhibit 10.1 THIS THIRD AMENDMENT dated as of October 2, 2024 (this “Amendment”), to that certain Amended and Restated Agreement and Plan of Merger dated as of July 12, 2024 (as amended hereby, the “Restated Merger Agreement”), which amended and restated in its entirety that certain Agreement and Plan of Merger dated December 11, 2023, is entered into by and among Aditxt, Inc., a Delaware corporat |
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| October 3, 2024 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 2, 2024, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and the undersigned buyer (“Buyer”). RECITALS A. In connection with the Securities Purchase Agreement by and amon |
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| October 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| October 3, 2024 |
Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 2, 2024 is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and Aditxt, Inc. (the “Buyer”). RECITALS A. The Company and the Buyer are executing and delivering this Agreement i |
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| September 23, 2024 |
Exhibit 10.2 Execution Version SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 20, 2024 is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and Aditxt, Inc. (the “Buyer”). RECITALS A. The Company and the Buyer are executing and delive |
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| September 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Nu |
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| September 23, 2024 |
Exhibit 10.4 MARKET DEVELOPMENT COLLABORATION AGREEMENT This Market Development Collaboration Agreement (the “Agreement”) entered into and made effective as of September 18, 2024 (the “Effective Date”) by and between Pearsanta, Inc., a Delaware corporation (“Pearsanta”) and Evofem Biosciences, Inc., a Delaware corporation (“Evofem”) (with each referred to individually as a “Party” and together, re |
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| September 23, 2024 |
Exhibit 10.1 THE ISSUANCE AND SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF RE |
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| September 23, 2024 |
Exhibit 10.3 Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 20, 2024, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and the undersigned buyer (“Buyer”). RECITALS A. In connection with the Securities Purchase |
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| September 16, 2024 |
Aditxt, Inc. Up to $150,000,000 of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-281988 Aditxt, Inc. Up to $150,000,000 of Common Stock This prospectus relates to the resale of up to $150,000,000 of shares of our common stock that we may issue and sell to Seven Knots, LLC (“Seven Knots”) from time to time, in our sole discretion, under a common stock purchase agreement that we entered into with Seven Knots on May |
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| September 12, 2024 |
Aditxt, Inc. 2569 Wyandotte Street, Suite 101 Mountain View, CA 94043 (650) 870-1200 Aditxt, Inc. 2569 Wyandotte Street, Suite 101 Mountain View, CA 94043 (650) 870-1200 September 12, 2024 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Tim Buchmiller Re: Aditxt, Inc. Registration Statement on Form S-3 Filed September 6, 2024 As Amended by Amendment No. 1 to Form S-3 on Form S-1 on September 11, 2024 File No. 333-2819 |
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| September 11, 2024 |
As filed with the U.S. Securities and Exchange Commission on September 11, 2024 As filed with the U.S. Securities and Exchange Commission on September 11, 2024 Registration No. 333-281988 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-3 ON FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 82-3204328 (State or other jurisdiction of inco |
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| September 9, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Num |
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| September 9, 2024 |
Exhibit 99.1 MAKING PROMISING INNOVATIONS POSSIBLE, TOGETHER AMRO ALBANNA Co - Founder, Chairman & CEO SAFE HARBOR STATEMENT & DISCLAIMERS This presentation contains forward - looking statements that are subject to many risks and uncertainties. Forward - looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses, or current expectations concerning, amon |
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| September 6, 2024 |
As filed with the U.S. Securities and Exchange Commission on September 6, 2024 As filed with the U.S. Securities and Exchange Commission on September 6, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 82-3204328 (State or other jurisdiction of incorporation or organization) (I.R.S. Emp |
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| September 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Num |
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| September 6, 2024 |
Exhibit 10.1 THIS SECOND AMENDMENT dated as of September 6, 2024 (this “Amendment”), to that certain Amended and Restated Agreement and Plan of Merger dated as of July 12, 2024 (as amended hereby, the “Restated Merger Agreement”), which amended and restated in its entirety that certain Agreement and Plan of Merger dated December 11, 2023, is entered into by and among Aditxt, Inc., a Delaware corpo |
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| September 6, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) ADITXT, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price per Share Maximum Aggregate Offering Price (3) Amount of Registration Fee Fees to Be Paid Equity Common Stock, $0.001 par v |
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| September 6, 2024 |
Exhibit 10.1 THIS SECOND AMENDMENT dated as of September 6, 2024 (this “Amendment”), to that certain Amended and Restated Agreement and Plan of Merger dated as of July 12, 2024 (as amended hereby, the “Restated Merger Agreement”), which amended and restated in its entirety that certain Agreement and Plan of Merger dated December 11, 2023, is entered into by and among Aditxt, Inc., a Delaware corpo |
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| September 6, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Num |
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| September 5, 2024 |
Exhibit 99.1 EVOFEM BIOSCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands, except par value and share data) As of June 30, 2024 December 31, 2023 Assets Current assets: Cash and cash equivalents $ - $ - Restricted cash 692 580 Trade accounts receivable, net 4,617 5,738 Inventories 1,060 1,697 Prepaid and other current assets 845 1,195 Total current asse |
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| September 5, 2024 |
Exhibit 99.1 Appili Therapeutics Inc. Interim Condensed Consolidated Financial Statements (Unaudited) June 30, 2024 August 13, 2024 Management’s Responsibility for Financial Reporting The accompanying unaudited interim condensed consolidated financial statements of Appili Therapeutics Inc. (the “Company”) are the responsibility of management and have been approved by the Board of Directors. The un |
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| September 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) |
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| September 5, 2024 |
Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) June 30, 2024 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As at June 30, 2024 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated $ $ $ $ $ ASSETS CURRENT ASSETS: Cash 91 - 220 12,104 5(a) 12,415 Restricted C |
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| September 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Com |
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| September 5, 2024 |
Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) June 30, 2024 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As at June 30, 2024 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated $ $ $ $ $ ASSETS CURRENT ASSETS: Cash 91 - 220 12,104 5(a) 12,415 Restricted C |
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| August 28, 2024 |
Exhibit 10.2 August [*], 2024 RE: Senior Notes This letter agreement (this “Agreement”) is entered into as of the date first set forth above effective as of August 21, 2024 (the “Effective Date”), by and among Aditxt, Inc., a Delaware corporation (the “Company”), and the undersigned holder (the “Holder”) of that certain Senior Note dated as of May 22, 2024 (the “May Senior Note”) of the Company to |
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| August 28, 2024 |
Exhibit 10.1 FORM OF WAIVER TO SENIOR NOTE This WAIVER (this “Waiver”) is entered into effective as of August 21, 2024 (the “Waiver Effective Date”), by and among the parties hereto. RECITALS WHEREAS, Aditxt, Inc., a Delaware corporation (the “Company”) and the undersigned holder (the “Holder”) are parties to that certain Senior Note, dated as of May 24, 2024 (the “Note”). Capitalized terms used a |
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| August 28, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2024 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 20, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction (Commission File Number) (I.R.S. Employe |
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| August 21, 2024 |
Exhibit 2.1 THIRD AMENDING AGREEMENT THIS THIRD AMENDING AGREEMENT is made as of August 20, 2024, BETWEEN: Appili Therapeutics Inc., a corporation existing under the laws of Canada (the “Company”) - and – Aditxt, Inc., a corporation existing under the laws of the State of Delaware (the “Parent”) - and – Adivir, Inc., a corporation existing under the laws of the State of Delaware (the “Buyer”) (col |
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| August 19, 2024 |
Exhibit 2.1 THIS FIRST AMENDMENT dated as of August 16, 2024 (this “Amendment”), to that certain Amended and Restated Agreement and Plan of Merger dated as of July 12, 2024 (as amended hereby, the “Merger Agreement”), which amended and restated in its entirety that certain Agreement and Plan of Merger dated December 11, 2023, is entered into by and among Aditxt, Inc., a Delaware corporation (“Pare |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39336 Aditxt, In |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-39336 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form 20-F ☐ Transition Report on Form N-SAR ☐ T |
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| August 13, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 9, 2024, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and the undersigned buyer (“Buyer”). RECITALS A. In connection with the Securities Purchase Agreement by and among |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2024 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 13, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 9, 2024 is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and Aditxt, Inc. (the “Buyer”). RECITALS A. The Company and the Buyer are executing and delivering this Agreement in |
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| August 9, 2024 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-280757 PROSPECTUS SUPPLEMENT (To Prospectus Dated August 6, 2024) 188,000 Shares of Common Stock Pre-Funded Warrants to Purchase 942,189 Shares of Common Stock (and the shares of Common Stock underlying the Pre-Funded Warrants) We are offering 188,000 shares of our common stock, $0.001 par value per share, pursuant to this prospectus supplement |
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| August 9, 2024 |
Exhibit 4.1 PRE-FUNDED COMMON STOCK PURCHASE WARRANT ADITXT, INC. Warrant Shares: Initial Exercise Date: August 9, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof |
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| August 9, 2024 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| August 9, 2024 |
Exhibit 99.2 Aditxt Announces Closing of $1.2 Million Registered Direct Offering Priced At-The-Market under Nasdaq Rules Mountain View, CA, August 9, 2024-(BUSINESS WIRE)-Aditxt, Inc., (NASDAQ: ADTX) ("Aditxt" or the "Company"), an innovation company developing and commercializing technologies with a focus on monitoring and modulating the immune system, today announced the closing of a previously |
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| August 9, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 8, 2024, between Aditxt, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set forth |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2024 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 9, 2024 |
Exhibit 10.2 LOCK-UP AGREEMENT August , 2024 Re: Securities Purchase Agreement, dated as of August , 2024 (the “Purchase Agreement”), between Aditxt, Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”) Ladies and Gentlemen: Defined terms not otherwise defined in this letter agreement (the “Letter Agreement”) shall have the meanings se |
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| August 9, 2024 |
Aditxt Announces $1.2 Million Registered Direct Offering Priced At-The-Market under Nasdaq Rules Exhibit 99.1 Aditxt Announces $1.2 Million Registered Direct Offering Priced At-The-Market under Nasdaq Rules Mountain View, CA, August 9, 2024–(BUSINESS WIRE)–Aditxt, Inc., (NASDAQ: ADTX) (“Aditxt” or the “Company”), an innovation company developing and commercializing technologies with a focus on monitoring and modulating the immune system, today announced that it has entered into a securities p |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2024 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2024 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 001-39336 85-3204328 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 8, 2024 |
Exhibit 10.1 SECURITIES EXCHANGE AGREEMENT This SECURITIES EXCHANGE AGREEMENT (the “Agreement”), dated as of August 7, 2024, is by and among Aditxt, Inc., a Delaware corporation with offices located at 737 N. Fifth Street, Suite 200, Richmond, VA 23219 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers” |
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| August 8, 2024 |
Exhibit 4.1 FORM OF WARRANT NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION |
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| August 8, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT to the AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of ADITXT, INC. ADITXT, INC., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as follows: FIRST: The name of the Corporation is Aditxt, Inc. The Certificate of Incorporation was filed with the Secretary of State of th |
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| August 5, 2024 |
As filed with the U.S. Securities and Exchange Commission on August 2, 2024 As filed with the U.S. Securities and Exchange Commission on August 2, 2024 Registration No. 333-280757 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 82-3204328 (State or other jurisdiction of incorp |
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| August 2, 2024 |
Aditxt, Inc. 2569 Wyandotte Street, Suite 101 Mountain View, CA 94043 (650) 870-1200 Aditxt, Inc. 2569 Wyandotte Street, Suite 101 Mountain View, CA 94043 (650) 870-1200 August 2, 2024 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jason Drory Re: Aditxt, Inc. Registration Statement on Form S-3 Filed July 11, 2024 File No. 333-280757 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations unde |
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| August 1, 2024 |
Exhibit 99.4 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) December 31, 2023 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As at December 31, 2023 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated ASSETS $ $ $ $ $ CURRENT ASSETS: Cash 97 - 456 12,104 5(a) 12,657 Rest |
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| August 1, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Com |
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| August 1, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2023 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) |
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| August 1, 2024 |
Report of Independent Registered Public Accounting Firm Exhibit 99.1 Report of Independent Registered Public Accounting Firm Board of Directors and Stockholders Evofem Biosciences, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheet of Evofem Biosciences, Inc. and Subsidiaries (the “Company”) as of December 31, 2023, and the related consolidated statements of operations, comprehensive operations, convert |
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| August 1, 2024 |
Exhibit 99.3 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) December 31, 2023 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As at December 31, 2023 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated $ $ $ $ $ ASSETS CURRENT ASSETS: Cash 97 - 456 12,104 5(a) 12,657 Rest |
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| August 1, 2024 |
Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) March 31, 2024 Exhibit 99.2 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) March 31, 2024 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As at March 31, 2024 Aditxt Evofem Appili (Note 3) Pro Forma Adjustments Notes Pro Forma Consolidated $ $ $ $ $ ASSETS CURRENT ASSETS: Cash 89 - 69 12,104 5(a) 12,259 Restricted |
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| August 1, 2024 |
Exhibit 99.2 EVOFEM BIOSCIENCES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands, except par value and share data) As of March 31, 2024 December 31, 2023 Assets Current assets: Cash and cash equivalents $ - $ - Restricted cash 689 580 Trade accounts receivable, net 4,306 5,738 Inventories 1,306 1,697 Prepaid and other current assets 622 1,195 Total current ass |
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| August 1, 2024 |
Appili Therapeutics Inc. Consolidated Financial Statements March 31, 2024 Exhibit 99.1 Appili Therapeutics Inc. Consolidated Financial Statements March 31, 2024 June 25, 2024 Management’s Responsibility for Financial Reporting The accompanying consolidated financial statements of Appili Therapeutics Inc. (the “Company”) are the responsibility of management and have been approved by the Board of Directors. The consolidated financial statements have been prepared by manag |
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| August 1, 2024 |
Exhibit 99.3 Aditxt Inc. Unaudited Pro Forma Consolidated Financial Statements (In U.S. dollars) March 31, 2024 Aditxt Inc. Pro Forma Consolidated Statement of Financial Position (Unaudited) (In thousands of U.S. dollars) As at March 31, 2024 Aditxt Evofem Appili (Note 3) Pro Forma adjustments Notes Pro Forma consolidated ASSETS $ $ $ $ $ CURRENT ASSETS: Cash 89 - 69 12,104 5(a) 12,259 Restricted |
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| July 22, 2024 |
Exhibit 2.1 SECOND AMENDING AGREEMENT THIS SECOND AMENDING AGREEMENT is made as of July 18, 2024, BETWEEN: Appili Therapeutics Inc., a corporation existing under the laws of Canada (the “Company”) - and – Aditxt, Inc., a corporation existing under the laws of the State of Delaware (the “Parent”) - and – Adivir, Inc., a corporation existing under the laws of the State of Delaware (the “Buyer”) (col |
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| July 22, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 18, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction (Commission File Number) (I.R.S. Employer |
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| July 18, 2024 |
Exhibit 10.3 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVA |
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| July 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 12, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 12, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 18, 2024 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| July 18, 2024 |
Form of Securities Purchase Agreement Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 12, 2024, between Aditxt, Inc., a Delaware corporation (the “Company”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”)). WHEREAS, subject to the terms and conditions set forth |
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| July 18, 2024 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER among ADITXT, INC., ADIFEM, INC., FKA ADICURE, INC. and EVOFEM BIOSCIENCES, INC. Dated as of July 12, 2024 TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 2 Section 1.1 Certain Definitions 2 Section 1.2 Terms Defined Elsewhere 2 Article II THE MERGER 4 Section 2.1 The Merger 4 Section 2.2 Closing 4 Section 2.3 Effect of the Merger |
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| July 18, 2024 |
Exhibit 10.4 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 12, 2024 is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and Aditxt, Inc. (the “Buyer”). RECITALS A. The Company and the Buyer are executing and delivering this Agreement in |
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| July 18, 2024 |
Exhibit 10.1 EVOFEM BIOSCIENCES, INC. WAIVER AGREEMENT THIS WAIVER AGREEMENT (this “Waiver Agreement”) is made as of July 12, 2024 by and between Evofem Biosciences, Inc. a Delaware corporation (the “Company”), and Aditxt, Inc., a Delaware corporation (the “Parent”) Adifem, Inc., f/k/a Adicure, Inc., a Delaware corporation (“Merger Sub” and together with the Company and Parent, the “Parties” and e |
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| July 18, 2024 |
Exhibit 99.1 Aditxt and Evofem Amend and Restate Merger Agreement, Targeting September 30 Closing Evofem Acquires SOLOSEC, an FDA-Approved Single-Dose Treatment for Bacterial Vaginosis and Trichomoniasis Mountain View, CA July 17, 2024 Aditxt, Inc. (“Aditxt”) (NASDAQ: ADTX), a company dedicated to discovering, developing, and deploying promising health innovations, announces this past Friday, July |
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| July 18, 2024 |
Exhibit 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER among ADITXT, INC., ADIFEM, INC., FKA ADICURE, INC. and EVOFEM BIOSCIENCES, INC. Dated as of July 12, 2024 TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 2 Section 1.1 Certain Definitions 2 Section 1.2 Terms Defined Elsewhere 2 Article II THE MERGER 4 Section 2.1 The Merger 4 Section 2.2 Closing 4 Section 2.3 Effect of the Merger |
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| July 18, 2024 |
Exhibit 10.3 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVA |
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| July 18, 2024 |
Exhibit 10.1 EVOFEM BIOSCIENCES, INC. WAIVER AGREEMENT THIS WAIVER AGREEMENT (this “Waiver Agreement”) is made as of July 12, 2024 by and between Evofem Biosciences, Inc. a Delaware corporation (the “Company”), and Aditxt, Inc., a Delaware corporation (the “Parent”) Adifem, Inc., f/k/a Adicure, Inc., a Delaware corporation (“Merger Sub” and together with the Company and Parent, the “Parties” and e |
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| July 18, 2024 |
Form of Securities Purchase Agreement Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 12, 2024, between Aditxt, Inc., a Delaware corporation (the “Company”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”)). WHEREAS, subject to the terms and conditions set forth |
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| July 18, 2024 |
Exhibit 99.1 Aditxt and Evofem Amend and Restate Merger Agreement, Targeting September 30 Closing Evofem Acquires SOLOSEC, an FDA-Approved Single-Dose Treatment for Bacterial Vaginosis and Trichomoniasis Mountain View, CA July 17, 2024 Aditxt, Inc. (“Aditxt”) (NASDAQ: ADTX), a company dedicated to discovering, developing, and deploying promising health innovations, announces this past Friday, July |
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| July 18, 2024 |
Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 12, 2024, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and the undersigned buyer (“Buyer”). RECITALS A. In connection with the Securities Purchase Agreement by and among |
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| July 18, 2024 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| July 18, 2024 |
Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 12, 2024, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and the undersigned buyer (“Buyer”). RECITALS A. In connection with the Securities Purchase Agreement by and among |
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| July 18, 2024 |
Exhibit 10.4 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 12, 2024 is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and Aditxt, Inc. (the “Buyer”). RECITALS A. The Company and the Buyer are executing and delivering this Agreement in |
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| July 11, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) ADITXT, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Share(1) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee(3) Fees to Be Paid Equity Other Deb |
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| July 11, 2024 |
As filed with the U.S. Securities and Exchange Commission on July 11, 2024 As filed with the U.S. Securities and Exchange Commission on July 11, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ADITXT, INC. (Exact name of registrant as specified in its charter) Delaware 82-3204328 (State or other jurisdiction of incorporation or organization) (I.R.S. Employe |
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| July 9, 2024 |
Exhibit 10.2 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVA |
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| July 9, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 9, 2024, between Aditxt, Inc., a Delaware corporation (the “Company”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”)). WHEREAS, subject to the terms and conditions set forth i |
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| July 9, 2024 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| July 9, 2024 |
Exhibit 10.3 AMENDMENT NO. 1 TO COMMON STOCK PURCHASE WARRANTS This AMENDMENT NO. 1 TO COMMON STOCK PURCHASE WARRANT (this “Amendment”) is entered into as of July 9, 2024, by and between Aditxt, Inc., a Delaware corporation (the “Company”), and such holder identified on the signature page hereto (the “Holder”). WHEREAS, the Holder is the holder of (i) that certain Common Stock Purchase Warrant, is |
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| July 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 1, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction (Commission (I.R.S. Employer of incorporati |
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| July 8, 2024 |
Exhibit 2.1 AMENDING AGREEMENT THIS AMENDING AGREEMENT is made as of July 1, 2024, BETWEEN: Appili Therapeutics Inc., a corporation existing under the laws of Canada (the “Company”) - and – Aditxt, Inc., a corporation existing under the laws of the State of Delaware (the “Parent”) - and – Adivir, Inc., a corporation existing under the laws of the State of Delaware (the “Buyer”) (collectively refer |
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| July 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| July 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| June 28, 2024 |
Sheppard, Mullin, Richter & Hampton LLP Sheppard, Mullin, Richter & Hampton LLP 30 Rockefeller Plaza New York, New York 10112-0015 212. |
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| June 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 25, 2024 |
Exhibit 10.1 UNSECURED PROMISSORY NOTE Principal Amount: $116,805.76 Purchase Price: $106,187.05 Issue Date: June 20, 2024 FOR VALUE RECEIVED, the undersigned, ADITXT, INC., a Delaware corporation (together with its successors and assigns, the “Borrower”), hereby promises to pay to the order of Sixth Borough Capital Fund LP, a Delaware limited partnership (together with his successors and assigns, |
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| June 21, 2024 |
Sheppard, Mullin, Richter & Hampton LLP Sheppard, Mullin, Richter & Hampton LLP 30 Rockefeller Plaza New York, New York 10112-0015 212. |
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| June 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) |
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| June 14, 2024 |
Aditxt, Inc. Up to 3,785,569 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-276588 Aditxt, Inc. Up to 3,785,569 Shares of Common Stock Pursuant to this prospectus, the selling stockholder identified herein (the “Selling Stockholder”) is offering on a resale basis an aggregate of 3,785,569 shares of common stock, par value $0.001 per share (the “Common Stock”) of Aditxt, Inc. (the “Company,” “we,” “us” or “ou |
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| June 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| June 11, 2024 |
Aditxt, Inc. 2569 Wyandotte Street, Suite 101 Mountainview, CA 94043 (650) 870-1200 Aditxt, Inc. 2569 Wyandotte Street, Suite 101 Mountainview, CA 94043 (650) 870-1200 June 11, 2024 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Tracie Mariner Re: Aditxt, Inc. Registration Statement on Form S-1 File No. 333-276588 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Ac |
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| June 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| June 7, 2024 |
Sheppard, Mullin, Richter & Hampton LLP 30 Rockefeller Plaza New York, New York 10112-0015 212. |
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| June 6, 2024 |
Sheppard, Mullin, Richter & Hampton LLP 30 Rockefeller Plaza New York, New York 10112-0015 212. |
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| June 5, 2024 |
As filed with the Securities and Exchange Commission June 5, 2024 As filed with the Securities and Exchange Commission June 5, 2024 Registration Statement No. |
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| June 5, 2024 |
Exhibit 4.15 FORM OF WARRANT NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATIO |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| May 28, 2024 |
Exhibit 10.2 [FORM OF SENIOR NOTE] THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT |
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| May 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 28, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 24, 2024, between Aditxt, Inc., a Delaware corporation (the “Company”) and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”)). WHEREAS, subject to the terms and conditions set forth i |
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| May 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 20, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) |
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| May 22, 2024 |
Exhibit 10.1 THE ISSUANCE AND SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF RE |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39336 Aditxt, I |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-39336 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form 20-F ☐ Transition Report on Form N-SAR ☐ |
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| May 14, 2024 |
As filed with the Securities and Exchange Commission May 13, 2024 As filed with the Securities and Exchange Commission May 13, 2024 Registration Statement No. |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| May 13, 2024 |
Exhibit 10.1 UNSECURED PROMISSORY NOTE $55,256.03 May 9, 2024 FOR VALUE RECEIVED, the undersigned, ADITXT, INC., a Delaware corporation (together with its successors and assigns, the “Borrower”), hereby promises to pay to the order of Sixth Borough Capital Fund LP, a Delaware limited partnership (together with his successors and assigns, the “Lender”), at the Lender’s offices at 737 N. Fifth Stree |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2024 Aditxt, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39336 82-3204328 (State or other jurisdiction of incorporation) (Commission File Number) ( |
