Aditxt, Inc. 8-K

What Happened

• Aditxt, Inc. (ADTX) filed a Form 8-K reporting that at its May 1, 2026 annual meeting shareholders authorized an amendment allowing a reverse stock split at a ratio between 1-for-2 and 1-for-250. The board approved a 1-for-27 reverse split. The Company filed a Certificate of Amendment with the Delaware Secretary of State on May 14, 2026; the reverse split is effective 4:01 p.m. Eastern Time on May 15, 2026. Nasdaq trading will reflect the split-adjusted shares when the market opens on May 18, 2026. A press release was furnished as Exhibit 99.1 to the filing.

Key Details

• Reverse split ratio: 1-for-27 (board-approved within the 1-for-2 to 1-for-250 range previously authorized by shareholders).
• Effective timing: Certificate filed May 14, 2026; effective at 4:01 p.m. ET on May 15, 2026; trading adjusted May 18, 2026.
• Administrative effects: Every 27 issued and outstanding shares automatically combined into 1 share; fractional shares will be rounded up to the next whole share.
• Other adjustments: Per-share exercise prices and share counts for outstanding options, restricted stock units, warrants, and shares reserved under equity plans will be proportionately adjusted. The company’s Nasdaq symbol remains “ADTX”; new CUSIP: 007025869.

Why It Matters

• The reverse split is primarily intended to help Aditxt regain or maintain compliance with Nasdaq’s minimum bid price requirement by reducing the number of outstanding shares and increasing the per‑share trading price on a proportional basis. There is no change to the number of authorized shares or par value. Holders of shares in brokerage or nominee accounts do not need to take action; record holders will receive instructions from the transfer agent. Investors should note the automatic adjustment of equity awards and the rounding policy for fractional shares.