[8-K] Aditxt, Inc. Reports Material Event

Rhea-AI Filing Summary

Aditxt, Inc. reported that on November 18, 2025 it issued a press release describing its bitXbio™ strategy and announcing the filing of a preliminary proxy statement on Schedule 14A for a special meeting of stockholders. The proxy statement includes proposals related to the Company’s Employee Stock Purchase Plan and a non-binding advisory vote on amending its Certificate of Incorporation to change the corporate name from “Aditxt, Inc.” to “bitXbio, Inc.” The press release is included as Exhibit 99.1 and incorporated by reference.

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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 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)		(IRS Employer Identification No.)

2569 Wyandotte Street, Suite 101, Mountain View, CA		94043
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (650) 870-1200

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425 )
☒	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001		ADTX		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events

On November 18, 2025, Aditxt, Inc. (the “Company”) issued a press release further describing its bitXbio™ strategy and announcing the filing of a preliminary proxy statement on Schedule 14A with the Securities and Exchange Commission in connection with a special meeting of stockholders, which includes, among other things, proposals relating to the Company’s Employee Stock Purchase Plan and a non-binding advisory vote on an amendment to the Company’s Certificate of Incorporation to change its name from “Aditxt, Inc.” to “bitXbio, Inc.”

A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

Exhibit No.		Exhibit
99.1		Press release dated November 18, 2025
104		Cover Page Interactive Data File (embedded within the XBRL document)

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SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: November 18, 2025

	Aditxt, Inc.
	By:	/s/ Amro Albanna
	Name:	Amro Albanna
	Title:	Chief Executive Officer

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FAQ

What did Aditxt (ADTX) announce in its latest Form 8-K?

Aditxt, Inc. disclosed that on November 18, 2025 it issued a press release detailing its bitXbio™ strategy and announcing the filing of a preliminary proxy statement on Schedule 14A for a special stockholder meeting.

Why is Aditxt (ADTX) filing a preliminary proxy statement on Schedule 14A?

The preliminary proxy statement on Schedule 14A is being filed in connection with a special meeting of stockholders that will consider, among other items, proposals related to the Company’s Employee Stock Purchase Plan and a non-binding advisory vote on a name change.

What name change is Aditxt (ADTX) asking stockholders to consider?

Aditxt is seeking a non-binding advisory vote on an amendment to its Certificate of Incorporation to change its name from “Aditxt, Inc.” to “bitXbio, Inc.” at a special meeting of stockholders.

How is Aditxt (ADTX) describing its bitXbio™ strategy?

Aditxt stated that it issued a press release further describing its bitXbio™ strategy; the detailed description is contained in the press release filed as Exhibit 99.1 and incorporated by reference.

Where can investors find the press release related to Aditxt’s bitXbio™ strategy?

The press release dated November 18, 2025 is filed as Exhibit 99.1 to the Form 8-K and is incorporated by reference into the report.

Does the Aditxt (ADTX) 8-K include any financial statements or earnings data?

The report lists Item 8.01 for Other Events and Item 9.01 for Financial Statements and Exhibits, but the described content focuses on the bitXbio™ strategy, the preliminary proxy filing, and the related press release exhibit.