Welcome to our dedicated page for Aditxt SEC filings (Ticker: ADTX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Aditxt, Inc. filings document the company’s life sciences platform, its common stock capital structure, and material events affecting its operating subsidiaries and public-company status. Recent Form 8-K reports cover the completed acquisition of Ignite Proteomics, related financial statements and pro forma information, senior unsecured promissory notes, at-the-market offering capacity, and Nasdaq listing-compliance matters.
Proxy materials and meeting reports describe board elections, auditor ratification, executive-compensation votes, reverse stock split authority, and other stockholder matters. The filing record also includes disclosures on preferred stock issued in acquisition consideration, equity financing arrangements, governance approvals, and risks associated with maintaining exchange listing standards.
Aditxt, Inc. held a reconvened special meeting of stockholders on February 13, 2026, after adjourning the original January 30, 2026 virtual meeting to allow more time for voting. A total of 516,567 shares of common stock, representing 33.39% of the voting authority, were present virtually, in person, or by proxy, which constituted a quorum.
Stockholders voted on several matters, with detailed results reported for each item, including votes for, against, abstain, and broker non-votes. One proposal received 455,456 votes for and 40,462 against, and another received 424,426 votes for and 75,505 against, indicating substantial participation across the agenda items.
Aditxt, Inc. shareholder Eugene Reagan Dunn filed a Schedule 13G reporting beneficial ownership of 156,300 shares of Aditxt common stock, representing 8.7% of the class. He reports sole voting and dispositive power over all these shares and no shared authority.
The filing states that the securities were not acquired for the purpose of changing or influencing control of Aditxt and are not held in connection with any control-related transaction, other than activities solely in connection with a nomination under applicable proxy rules.
Aditxt, Inc. adjourned its special stockholder meeting to February 13, 2026 to allow more time for voting on several key proposals affecting its capital structure and corporate identity.
Stockholders are being asked to approve issuances of common stock underlying Series A-1 and Series C-1 preferred shares and related warrants, a new 2025 Employee Stock Purchase Plan, and an amendment to the 2021 Omnibus Equity Incentive Plan to increase issuable shares to 350,000. They are also considering an advisory vote on changing the company’s name to bitXbio, Inc. and granting the board discretion to implement a reverse stock split between 1-for-5 and 1-for-250 within one year of approval.
Aditxt, Inc. reported that Nasdaq has granted extra time to regain compliance with Nasdaq Listing Rule 5550(b), which requires minimum stockholders’ equity of $2,500,000, a market value of listed securities of $35,000,000, or net income of $500,000 in certain periods.
The extension depends on Aditxt completing financing transactions and, on or before May 15, 2026, filing a public report with the SEC and Nasdaq explaining how it believes it satisfies the stockholders’ equity requirement, potentially including a recent pro forma balance sheet.
If Aditxt does not show compliance with the rule when it files its periodic report for the period ending June 30, 2026, its shares may be delisted from Nasdaq, although the company would be able to appeal any delisting determination to a Nasdaq Hearings Panel. The company cautions there is no assurance it will regain or maintain compliance.
Aditxt, Inc. is calling a virtual special stockholder meeting on January 30, 2026 to approve several significant capital and governance changes. Stockholders will vote on approvals related to prior financings, including issuances tied to Series A-1 and Series C-1 convertible preferred stock and multiple warrant agreements, as required by Nasdaq rules. They are also being asked to adopt a 2025 Employee Stock Purchase Plan reserving 200,000 shares and to increase the 2021 Omnibus Equity Incentive Plan share pool to 350,000 shares, which the company states would equal about 19.7% of its common stock. Additional proposals would change the corporate name to “bitXbio, Inc.”, authorize the board to implement a reverse stock split at a ratio between one-for-five (1:5) and one-for-two hundred fifty (1:250) within one year, and permit adjournment of the meeting to solicit more proxies if needed. Holders of Aditxt’s 1,776,023 outstanding common shares as of December 5, 2025 are entitled to one vote per share.
The company filed a prospectus supplement to increase the capacity of its at-the-market common stock offering to up to $20,000,000 in aggregate gross sales, not including shares previously sold, under its existing agreement with H.C. Wainwright & Co., LLC as sales agent.
Previously, the company had registered up to $35,000,000 of common stock for sales under this program, later reduced to $11,840,454, and it has already sold 1,370,607 shares for aggregate gross proceeds of $17,771,951 under prior prospectus supplements. The supplement also notes that the company is currently no longer subject to the offering limits in General Instruction I.B.6 of Form S-3, and that its common stock trades on the Nasdaq Capital Market under the symbol ADTX, where the last reported sale price was $2.24 per share on December 12, 2025.
Aditxt, Inc. (ADTX) reported an insider transaction by its Chief M&A Officer on a Form 4. On 11/25/2025, the officer sold 1 share of Aditxt common stock at a price of $3.2 per share in a transaction coded "S" for sale. After this small tax-related sale, the reporting person held 0 shares of Aditxt common stock directly. The explanation notes that the share was sold for tax-related purposes.
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.
Aditxt, Inc. (ADTX) reported very limited revenue and heavy losses in its latest quarter. For the nine months ended September 30, 2025, sales were only $2,770, while the company recorded a net loss of $37,555,792 and used $16,442,686 of cash in operating activities.
Cash on hand was just $163,041, against total liabilities of $20,658,817, resulting in a stockholders’ equity deficit of $8,859,178. Management states there is substantial doubt about Aditxt’s ability to continue as a going concern and notes constraints on raising capital under the Form S-3 “baby shelf” limitation.
A major driver of the loss was a $23,001,919 impairment on its Evofem F-1 Preferred Stock investment, reducing the Evofem-related balance to $7,051,933. The company also faces high-cost debt, lease payment arrears, multiple recent reverse stock splits, and warns that a potential Nasdaq delisting could further hurt liquidity, valuation, and access to financing.
Aditxt, Inc. (ADTX) submitted a Form 12b-25 to notify that its Form 10-Q for the quarter ended September 30, 2025 will be filed late. The company states that the compilation, dissemination and review of the information required for the quarterly report created time constraints that made a timely filing impracticable without undue hardship and expense. Aditxt states that it undertakes the responsibility to file the Form 10-Q no later than 5 days after its original due date under the Rule 12b-25 extension framework.