Termination of a Material Definitive Agreement. As previously disclosed, on June 10, 2026, Ignite Proteomics, LLC, a Delaware limited liability company (“ Ignite ”) and a wholly-owned subsidiary of Aditxt, Inc. (the “ Company ”), entered into a Business Combination Agreement (the “ Business Combination Agreement ”) with Copley Acquisition Corp, a Cayman Islands exempted company (“ Copley ”), Ignite Proteomics Holdings, Inc., a Delaware corporation (“ Pubco ”), Ignite Merger Sub I Inc., a Dela…

Entry into a Material Definitive Agreement. The information set forth in

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on June 23, 2026, the Nasdaq Hearings Panel notified Aditxt, Inc. (the “Company”) that it had denied the Company’s request to continue the listing of its common stock on The Nasdaq Stock Market LLC (“Nasdaq”) and that trading in the Company’s common stock would be suspended effective at the open of trading on June 25, 2026. Trading in the Company’s common stock on Nasd…

Other Events. On August 12, 2026, Aditxt, Inc. (the “ Company ”) entered into a Stock Purchase Agreement (the “ Purchase Agreement ”) by and among the Company, MDNA Holdings Inc., a Florida corporation (“ Buyer ”), and the Company’s majority owned subsidiary, Pearsanta, Inc. (“ Pearsanta ”), pursuant to which Buyer acquired substantially all of the outstanding shares of Pearsanta (the “ Shares ”) at a closing that occurred on August 12, 2026 (the “ Closing ”). The consideration under the Purc…

Entry into a Material Definitive Agreement. On July 16, 2026, Aditxt, Inc. (the “ Company ”) entered into Amendment No.2 to Note Purchase Agreement (the “ Amendment ”) by and among the Company, Ignite Proteomics LLC, a Delaware limited liability company and the Company’s wholly owned subsidiary (“ Ignite ”), and the investors named therein (the “ Investors ”), pursuant to which the previously announced Note Purchase Agreement, dated June 3, 2026, as amended on June 22, 2026 by the previously…

Based in part upon the representations of the Investors in the Purchase Agreement, the offer and sale of the Additional Notes by the Company to the Investors under the Purchase Agreement as amended by the Amendment is exempt from the registration requirements of the Securities Act of 1933 (the “ Securities Act ”), pursuant to the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D (“ Regulation D ”) as promulgated by the United States Securities and Ex…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 6, 2026. as previously reported in a Current Report on Form 8-K filed by Aditxt, Inc. (the “Company”) on May 8, 2026, the Company received formal notice (the “May 6 th Letter”) from the Staff of the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) that Nasdaq Staff had determined to delist the Company’s securities from Nasdaq. In the May 6 th Let…

Entry into a Material Definitive Agreement. On June 22, 2026, Aditxt, Inc. (the “ Company ”) entered into Amendment No.1 to Note Purchase Agreement (the “ Amendment ”) by and among the Company, Ignite Proteomics LLC, a Delaware limited liability company and the Company’s wholly owned subsidiary (“ Ignite ”), and the investors named therein (the “ Investors ”), pursuant to which the previously announced Note Purchase Agreement dated June 3, 2026 (the “ Purchase Agreement ”) was amended to incr…

Based in part upon the representations of the Investors in the Purchase Agreement, the offer and sale of the Additional Notes by the Company to the Investors under the Purchase Agreement as amended by the Amendment is exempt from the registration requirements of the Securities Act of 1933 (the “ Securities Act ”), pursuant to the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D (“ Regulation D ”) as promulgated by the United States Securities and Ex…

Entry into a Material Definitive Agreement. Business Combination Agreement General Description of the Business Combination Agreement On June 10, 2026, Ignite Proteomics, LLC, a Delaware LLC ( “ Ignite ”) and a wholly-owned subsidiary of Aditxt, Inc., a Delaware corporation (the “ Corporation ”), entered into a Business Combination Agreement (the “ Business Combination Agreement ”) with (i) Copley Acquisition Corp, a Cayman Islands exempted company (together with its successors, including afte…

by reference is the press release (“Press Release”) issued by Aditxt on June 8, 2026, announcing the Business Combination Agreement described above. The Press Release is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, exce…

Entry into a Material Definitive Agreement. On June 3, 2026, Aditxt, Inc. (the “ Company ”) entered into a Note Purchase Agreement (the “ Purchase Agreement ”) by and among the Company, Ignite Proteomics LLC, a Delaware limited liability company and the Company’s wholly owned subsidiary (“ Ignite ”), and the investors named therein (the “ Investors ”), pursuant to which the Company and Ignite issued and sold to the Investors a new series of senior secured convertible notes (the “ Notes ”), as…

Based in part upon the representations of the Investors in the Purchase Agreement, the offer and sale of the Notes by the Company to the Investors under the Purchase Agreement is exempt from the registration requirements of the Securities Act of 1933 (the “ Securities Act ”), pursuant to the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D (“ Regulation D ”) as promulgated by the United States Securities and Exchange Commission under the Securities…

General Counsel, Chief People Officer and Corporate Secretary — Christopher J. Porcelli: Resigned from multiple senior roles.

CEO — Amro Albanna: Amro Albanna resigned as CEO and director without a named successor.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 27, 2026, Aditxt, Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based on the stockholders’ equity of $(35,174,386) reported in the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2026 (the “Form 10-Q”), the Company no longer satisfies t…

Material Modification to Rights of Security Holders. To the extent required by

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On May 6, 2026, Aditxt, Inc. (the “Company”) received a Staff Determination letter (the “Staff Determination”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that Nasdaq Staff had determined to delist the Company’s securities from The Nasdaq Capital Market. The Staff Determination stated that the bid price of the Company’s listed secu…

Entry Into a Material Definitive Agreement Private Placement of Senior Unsecured Promissory Notes On April 10, 2026, Aditxt, Inc. (the “Company”) issued and sold senior unsecured promissory notes (each, a “Note,” and collectively, the “Notes”) to accredited investors in the aggregate original principal amount of $1,250,000 for an aggregate purchase price of $1,000,000, reflecting an aggregate original issue discount of $250,000. The Notes bear interest at a rate of 10% per annum, payable mont…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in "

Other Events. On March 27, 2026, Aditxt, Inc. (the “Company”) increased the maximum aggregate offering price of the shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) issuable under the At The Market Offering Agreement (the “Sales Agreement”) with H.C. Wainwright & Co., dated October 25, 2024, by an additional $36,800,000 or up to $53,398,964 (the “ATM Offering Size Increase”), not including the approximately $21,257,000 of shares of common stock sold to dat…

Completion of Acquisition or Disposition of Assets On March 11, 2026, the Company completed the acquisition described in

Entry into Material Definitive Agreement On March 11, 2026, Aditxt, Inc. (the “ Company ”) entered into a Securities Purchase Agreement (the “ Agreement ”) with IMAC Holdings, Inc. (“ IMAC ”) and the several investors listed on the Schedule of Buyers attached to the Agreement (collectively, the “Buyers”) whereby the Buyers sold 100% of their equity interests in Ignite Proteomics, LLC, a Delaware limited liability company (“ Ignite ”) and formerly a wholly owned subsidiary of IMAC plus $475,00…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement On March 11, 2026, the Company entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with the several buyers listed on the issuance schedule attached thereto (the “Note Buyers”), pursuant to which the Company will issue its 10% original issue discount promissory notes (the “Notes”) for the aggregate principal amount of $3,194,444.44. The aggregate funding amount from all Note Buy…

Unregistered Sales of Equity Securities On March 11, 2026, the Company completed the acquisition described in