Aditxt (ADTX) major holder Takeover Time 2026 LLC exits 3.42M shares

Rhea-AI Filing Summary

Takeover Time 2026 LLC, an investment entity managed by Natasha Ovsepyan, disclosed that it sold 3,420,439 shares of Aditxt, Inc. common stock in open market and brokerage transactions on June 23, 2026. After this sale, it reports beneficial ownership of 0 shares, or 0.0% of Aditxt’s outstanding common stock. The filing notes that its original position was purchased with working capital and that it now has no contracts or arrangements relating to Aditxt securities.

Positive

• None.

Negative

• Former major shareholder exits entirely: Takeover Time 2026 LLC sold 3,420,439 Aditxt common shares on June 23, 2026 and now reports ownership of 0 shares, or 0.0% of the class, removing a previously significant holder from the register.

Insights

Equity ownership and governance analyst

A major Aditxt holder has fully exited its reported position.

Takeover Time 2026 LLC, a Delaware investment entity managed by Natasha Ovsepyan, previously held a sizable stake in Aditxt. On June 23, 2026, it sold 3,420,439 shares in open market and brokerage transactions, reducing its beneficial ownership to zero.

This move means the investor no longer has voting or dispositive power over any Aditxt shares and now represents 0.0% of the outstanding common stock. For other shareholders, the key fact is that a formerly significant holder has completely exited, potentially altering the company’s ownership profile and trading dynamics.

The filing also clarifies that the prior stake had been funded with the firm’s working capital and that no contracts, arrangements, or understandings regarding Aditxt securities remain in place. Subsequent company disclosures may further illuminate how Aditxt’s shareholder base evolves after this exit.

Key Figures

Shares sold: 3,420,439 shares Post-sale ownership: 0 shares Ownership percentage: 0.0%

3 metrics

Shares sold 3,420,439 shares Common stock sold on June 23, 2026 in open market and brokerage transactions

Post-sale ownership 0 shares Beneficially owned by Takeover Time 2026 LLC after June 23, 2026 sale

Ownership percentage 0.0% Percent of Aditxt outstanding common stock beneficially owned after the sale

Key Terms

beneficially owns, dispositive power, open market and/or brokerage transactions, working capital

4 terms

beneficially owns financial

"The Reporting Person beneficially owns 0 shares of Common Stock, representing 0.0 percent"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

dispositive power financial

"sole dispositive power with respect to 0 shares, and shared dispositive power"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

open market and/or brokerage transactions financial

"sold 3,420,439 shares of Common Stock in open market and/or brokerage transactions"

working capital financial

"shares of Common Stock previously reported were purchased with the working capital of the Reporting Person"

Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.

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Available on EDGAR 06/25/2026 - 06:36 PM Accepted by SEC EDGAR 06/25/2026 - 06:36 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Aditxt, Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

007025869

(CUSIP Number)

Natasha Ovsepyan
8403 NE 138th Street,
Kirkland, WA, 98034
206-412-0554

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

06/23/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 007025869

1

Name of reporting person

Takeover Time 2026 LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.0 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The Reporting Person disposed of all shares previously reported as beneficially owned and no longer beneficially owns any shares of Common Stock.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.001 per share
(b)	Name of Issuer: Aditxt, Inc.
(c)	Address of Issuer's Principal Executive Offices: 737 N. FIFTH STREET, SUITE 200, RICHMOND, VIRGINIA , 23219.
Item 2.	Identity and Background
(a)	Takeover Time 2026 LLC is a Delaware limited liability company. Natasha Yuryevna Ovsepyan is the Managing Member of Takeover Time 2026 LLC.
(b)	The business address of Takeover Time 2026 LLC is 8403 NE 138th Street, Kirkland WA 98034
(c)	Takeover Time 2026 LLC is engaged in securities investment and related investment activities. Natasha Ovsepyan is the Managing Member of Takeover Time 2026 LLC.
(d)	During the last five years, neither Takeover Time 2026 LLC nor Natasha Ovsepyan has been convicted in a criminal proceeding, excluding traffic violations or similar misdemeanors.
(e)	During the last five years, neither Takeover Time 2026 LLC nor Natasha Ovsepyan has been a party to a civil proceeding described in Item 2(e) of Schedule 13D.
(f)	Takeover Time 2026 LLC is organized under the laws of Delaware. Natasha Ovsepyan is a United States citizen.
Item 3.	Source and Amount of Funds or Other Consideration
	The shares of Common Stock previously reported were purchased with the working capital of the Reporting Person.
Item 4.	Purpose of Transaction
	The Reporting Person sold all shares of Common Stock previously reported as beneficially owned. The Reporting Person no longer beneficially owns any shares of Common Stock of the Issuer.
Item 5.	Interest in Securities of the Issuer
(a)	The Reporting Person beneficially owns 0 shares of Common Stock, representing 0.0 percent of the outstanding Common Stock.
(b)	The Reporting Person has sole voting power with respect to 0 shares, shared voting power with respect to 0 shares, sole dispositive power with respect to 0 shares, and shared dispositive power with respect to 0 shares.
(c)	On 06/23/2026 the Reporting Person sold 3,420,439 shares of Common Stock in open market and/or brokerage transactions. Following such sale, the Reporting Person no longer beneficially owns any shares of Common Stock.
(d)	No person is known to have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, any shares of Common Stock beneficially owned by the Reporting Person.
(e)	06/23/2026
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The Reporting Person does not have any contracts, arrangements, understandings, or relationships with any person with respect to securities of the Issuer.
Item 7.	Material to be Filed as Exhibits.
	None.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Takeover Time 2026 LLC

Signature:	Natasha Ovsepyan
Name/Title:	Managing Member / Takeover Time 2026 LLC
Date:	06/25/2026

FAQ

What did Takeover Time 2026 LLC disclose about its Aditxt (ADTX) holdings?

Takeover Time 2026 LLC disclosed that it sold its entire Aditxt position. It reported beneficial ownership of 0 shares of common stock, representing 0.0% of the outstanding class, after previously holding a large stake funded with its working capital.

How many Aditxt (ADTX) shares did Takeover Time 2026 LLC sell?

The reporting person sold 3,420,439 shares of Aditxt common stock. The sale occurred through open market and brokerage transactions on June 23, 2026, and left the firm with no remaining beneficial ownership in the company’s common stock.

What is Takeover Time 2026 LLC’s current ownership percentage in Aditxt (ADTX)?

Takeover Time 2026 LLC now reports owning 0 shares of Aditxt, representing 0.0% of the outstanding common stock. It has no sole or shared voting power and no dispositive power over any Aditxt securities following the June 23, 2026 transactions.

When did Takeover Time 2026 LLC dispose of its Aditxt (ADTX) shares?

The investor sold its Aditxt shares on June 23, 2026. On that date, it disposed of 3,420,439 shares in open market and brokerage trades, after which it reported no remaining beneficial ownership in Aditxt common stock.

Does Takeover Time 2026 LLC have any agreements related to Aditxt (ADTX) securities?

The filing states the reporting person has no contracts, arrangements, understandings or relationships regarding Aditxt securities. This confirms there are no side agreements over dividends, sale proceeds, or voting rights following the complete exit from its former shareholding.

How was Takeover Time 2026 LLC’s prior Aditxt (ADTX) position funded?

The shares previously reported as beneficially owned were purchased with the working capital of Takeover Time 2026 LLC. After selling 3,420,439 shares on June 23, 2026, that prior investment position has been fully unwound according to the disclosure.