ADITXT, INC.: Material Interim Agreement, Other Events, Financial Statements and Filing of Exhibits (Form 8-K) | Jobs Reply


Point 1.01. Entering into a Definitive Material Agreement.

As reported in the Current Report on Form 8-K filed December 7, 2021 according to
Aditxt, Inc. (“Company”) December 1, 2021The Company completed a registered offering (the “Offer”) of 16,575,000 units (the “Units”), each unit consisting of one share of the Company’s common stock (the “Shares”) and one Series C warrant to purchase one share. exercise price $1.15 per share (“Series C Warrants”). In connection with the Offering, the Company entered into a Series C Warrant Agent Agreement (the “C Series Warrant Agent Agreement”), pursuant to which VStock Transfer, LLC (the “Warrant Agent”) agreed to act as warrant agent with respect to the Series C Warrants.

good December 20, 2022The Company and the Warrant Agent entered into Amendment 2 to the Series C Warrant Agent Agreement pursuant to which the exercise price of the Series C Warrants was reduced. $57.50 per share $12,395 per share In addition, December 21, 2022The Company granted an Amended and Restated Option to Purchase Units to the Agent in the Offer, reflecting a reduced exercise price. $12,395 For each unit.


Item 8.01 Other Events.


good December 21, 2022The Company re-convened the special meeting of the Company’s shareholders that was originally held November 11, 2022 (the “Special Meeting”) in a virtual format until adjourned January 6, 2023 in 12:00 PM Eastern Time Without doing any business as a result of the company not receiving enough votes to reach a quorum. The Company canceled the Special Meeting to allow shareholders more time to vote on all proposals, as set forth in the Company’s proxy statement for the Special Meeting. Securities and Exchange Commission good October 21, 2022
(the “Proxy Statement”). The agenda for the reconvened meeting remains the same as set forth in the Proxy Statement.

Item 9.01 Financial statements and exhibits



Exhibit No.   Exhibit
10.1            Amendment No. 2 to Series C Warrant Agent Agreement
10.2            Form of Amended and Restated Unit Purchase Option
104           Cover Page Interactive Data File (embedded within the XBRL document)




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