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8-KAccepted Oct 15, 4:05 PM ET

Aditxt, Inc.: terminates business combination agreement

ADTXAditxt, Inc.

Accepted (ET)

4:05 PM

Oct 15, 2026

Filed

Oct 15, 2026

Documents

12

Size

250.2 KB

Summary

Aditxt, Inc.: terminates business combination agreement

Updated

What happened The filing says that on Oct 9, 2026 the parties entered into a Mutual Termination Agreement, pursuant to which Copley Acquisition Corp and Ignite Proteomics, LLC (Ignite), a wholly-owned subsidiary of Aditxt, Inc., mutually agreed to terminate the Business Combination Agreement, effective immediately. The filing says no party has any further rights, remedies, liabilities or obligations under the Business Combination Agreement except for certain surviving provisions.

Key details

  • The Mutual Termination Agreement was entered into on Oct 9, 2026.
  • Sections 6.14, 6.15, 8.2 and 9.1 and Article X of the Business Combination Agreement survive the termination.
  • Each Ancillary Document, including the Seller Support Agreements, the Insider Letter Amendment and the Lock-Up Agreements, automatically terminated concurrently with the Business Combination Agreement.
  • The Termination Agreement provides that each party will bear its own expenses and contains mutual releases of claims relating to the Business Combination Agreement, other than claims under the Termination Agreement.

Why it may matter

  • Item reported: Item 1.02 — termination of a material definitive agreement covering the mutual termination of the Business Combination Agreement previously entered into among Ignite, Copley Acquisition Corp and related parties.
  • The filing also references the previously filed Business Combination Agreement (filed Jun 10, 2026) and states the Termination Agreement is filed as Exhibit 10.1 to this current report.

The filing does not show why the insider traded or why the company acted.

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