Aditxt, Inc. reported beneficial ownership changes by reporting persons Sandie Gong and Devon Xu. The filing states the reporting persons beneficially owned 100,000 shares of Common Stock (representing 12.3%) as of June 9, 2026. The shares were held in a brokerage account in Ms. Gong's name, with Mr. Xu having trading authorization. The filing notes that on June 9, 2026 the reporting persons disposed of all 100,000 shares and, as of the filing date, beneficially own no shares. The 12.3% figure is based on 815,921 shares outstanding as reported in the issuer's Form 10-Q filed May 20, 2026.
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Insights
Filing documents a >5% ownership position that was fully divested on June 9, 2026.
The filing lists 100,000 shares and 12.3% beneficial ownership as of June 9, 2026, held in a brokerage account in Sandie Gong's name while Devon Xu had trading authorization. It states the reporting persons disposed of all shares on that date and now hold no shares.
The cash‑flow treatment and buyer counterparty are not stated in the excerpt; subsequent filings or exchange records would show trade mechanics. Future filings may reflect any re‑acquisitions or related party disclosures.
Key Figures
Shares beneficially owned:100,000 sharesPercent of class:12.3%Shares outstanding:815,921 shares+1 more
4 metrics
Shares beneficially owned100,000 sharesBeneficial ownership reported as of June 9, 2026
Percent of class12.3%Based on 815,921 shares outstanding per Form 10-Q filed May 20, 2026
Shares outstanding815,921 sharesIssuer's Form 10-Q filed May 20, 2026
Disposition dateJune 9, 2026Date reporting persons disposed of all reported shares
"Amount beneficially owned: 100,000 shares of Common Stock"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
trading authorizationfinancial
"Devon Xu, the spouse of Ms. Gong, held trading authorization over such account"
Schedule 13Gregulatory
"Item 1. (a) Name of issuer: Aditxt, Inc."
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
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The Schedule 13G reported that Sandie Gong and Devon Xu beneficially owned 100,000 shares representing 12.3% as of June 9, 2026. It also states those shares were disposed of on June 9, 2026, leaving the reporting persons with no holdings.
How was the 12.3% ownership calculated for ADTX?
The 12.3% percent is based on 815,921 shares outstanding as reported in the issuer's Form 10-Q filed May 20, 2026. The filing ties the percentage explicitly to that outstanding share count.
Who held the brokerage account for the ADTX shares?
The shares were held of record in a brokerage account in the name of Sandie Gong. The filing states that Devon Xu had trading authorization over that account and may be deemed to share dispositive power and pecuniary interest.
Do Gong and Xu currently own ADTX shares after the filing?
No. The filing states that on June 9, 2026 the reporting persons disposed of all 100,000 shares and, as of the filing date, beneficially own no shares of Common Stock.
Does the filing disclose who purchased the shares?
The filing does not name any purchaser or describe the buyer counterparty. It states the reporting persons disposed of the shares on June 9, 2026 but does not provide cash‑flow or counterparty details.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Aditxt, Inc.
(Name of Issuer)
Common Stock ($.001 par Value)
(Title of Class of Securities)
007025869
(CUSIP Number)
06/09/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
007025869
1
Names of Reporting Persons
Xu Devon Xin
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
100,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
100,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
12.3 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP Number(s):
007025869
1
Names of Reporting Persons
Gong Sandie
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
100,000.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
100,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
100,000.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
12.3 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Aditxt, Inc.
(b)
Address of issuer's principal executive offices:
737 N. FIFTH STREET, SUITE 200, RICHMOND, VIRGINIA, 23219.
Item 2.
(a)
Name of person filing:
Sandie Gong and Devon Xu
(b)
Address or principal business office or, if none, residence:
398 Sackett St, Unit 2, Brooklyn, NY 11231
(c)
Citizenship:
United States
(d)
Title of class of securities:
Common Stock ($.001 par Value)
(e)
CUSIP Number(s):
007025869
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
100,000 shares of Common Stock
(b)
Percent of class:
12.3 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Sandie Gong - 100,000; Devon Xu - 0
(ii) Shared power to vote or to direct the vote:
Sandie Gong - 0; Devon Xu - 0
(iii) Sole power to dispose or to direct the disposition of:
Sandie Gong 0; Devon Xu - 0
(iv) Shared power to dispose or to direct the disposition of:
Sandie Gong - 100,000; Devon Xu - 100,000
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The shares of Common Stock reported herein were held of record in a brokerage account in the name of Sandie Gong. Devon Xu, the spouse of Ms. Gong, held trading authorization over such account and may be deemed to share the power to dispose of, and to have a pecuniary interest in, the shares held in such account.
The amounts reported above reflect beneficial ownership as of June 9, 2026, the date of the event requiring the filing of this statement. As described in Amendment No. 1 to this Schedule 13G, on June 9, 2026 the Reporting Persons disposed of all shares of Common Stock reported herein and, as of the date of filing, beneficially own no shares of Common Stock.
The percentage reported in Item 4(b) is based on 815,921 shares of Common Stock outstanding as reported in the Issuer's Quarterly Report on Form 10-Q filed May 20, 2026."
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
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.
