$ADTX·8-K

Aditxt, Inc. · Jul 17, 12:06 PM ET

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Aditxt, Inc. 8-K

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Aditxt, Inc. Amends Note Purchase Agreement, Issues Secured Notes

What Happened
Aditxt, Inc. (ADTX) announced on July 16, 2026 that it entered into Amendment No. 2 to its Note Purchase Agreement (originally dated June 3, 2026; previously amended June 22, 2026). The Amendment allows a new investor to join the purchase group, cancels one previously issued note and issues two additional senior secured promissory notes whose combined original principal equals the cancelled note — leaving the aggregate principal amount of notes unchanged. The Additional Notes, together with the previously issued notes, are secured by (i) a security interest in substantially all of the assets of Ignite Proteomics LLC (the Company’s wholly owned subsidiary) under a Security and Pledge Agreement and (ii) a pledge by Aditxt of its equity in Ignite.

Key Details

  • Amendment No. 2 executed July 16, 2026; Purchase Agreement originally dated June 3, 2026 and previously amended June 22, 2026.
  • One previously issued note was cancelled and replaced by two Additional Notes; aggregate original principal amount of the Notes did not change.
  • The Notes are senior secured promissory notes secured by Ignite’s assets and by a pledge of Aditxt’s equity in Ignite (Collateral Agent holds the security).
  • The filing includes forms of the Amendment, Purchase Agreement, Notes, Security Agreement and Pledge Agreement as exhibits.

Why It Matters
For investors, the Amendment reshuffles note ownership and adds collateral protections without increasing the total debt principal under the Note Purchase Agreement. The Additional Notes being senior and secured by Ignite’s assets and Aditxt’s equity in Ignite strengthens the lien position of noteholders relative to unsecured creditors, which can affect recovery priority in a downside scenario. The filing does not disclose dollar amounts for the notes or any cash proceeds; investors should review the full agreements and the company’s other SEC filings for more financial details and related risk disclosures.

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