9 nominees · 8 ballot items.
Eight management proposals to approve: Series A-1 and Series C-1 issuances (and related warrants) under Nasdaq Rule 5635(d), the 2025 ESPP, an amendment to the 2021 Omnibus Equity Incentive Plan increasing the share reserve, a non-binding Name Change advisory proposal to bitXbio, a potential reverse stock split with flexible ratio, and an adjournment for proxy solicitation.
Authorize the issuance of common stock underlying the Series A-1 Convertible Preferred Stock originally issued in December 2023 (the Series A-1 Preferred Stock), including the shares issuable upon conversion, in connection with the Evofem exchange and Nasdaq Listing Rule 5635(d) compliance.
Authorize the issuance of common stock underlying the Series C-1 Convertible Preferred Stock and warrants (including the Exchange Warrants and Placement Agent Warrants) originally issued in 2024, including shares issuable upon conversion/exercise, to comply with Nasdaq Listing Rule 5635(d).
Authorize the issuance of common stock underlying the July Warrants (First and Second July Warrants) issued in July 2024, including shares issuable upon exercise, to satisfy Nasdaq Listing Rule 5635(d).
Approve Aditxt, Inc. 2025 Employee Stock Purchase Plan (ESPP), including 200,000 reserved shares and annual increases, to be administered by the Board/Compensation Committee; section 423 component eligibility and related tax/tax consequences.
Approve an amendment to the 2021 Omnibus Equity Incentive Plan to increase the number of authorized shares issuable thereunder to 350,000.
Approve a non-binding advisory vote on changing the Company’s name from Aditxt, Inc. to bitXbio, Inc.; board may proceed with the name change regardless of the outcome.
Authorize the board to implement a reverse stock split (range 1-for-5 to 1-for-250) within one year of stockholder approval, with exact ratio to be determined by the board, to optimize Nasdaq listing and liquidity.
Authorize the adjournment of the Special Meeting to solicit additional proxies if there are not sufficient votes to approve the foregoing proposals.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | GEODE CAPITAL MANAGEMENT, LLC | 1.44% | 11,719 | $11K |
| 2 | MORGAN STANLEY | 0.98% | 8,000 | $8K |
| 3 | Tower Research Capital LLC (TRC | 0.07% | 547 | $535 |
| 4 | DANSKE BANK A/S | 0.00% | 3 | $3 |
| 5 | IFP Advisors, Inc | 0.00% | 2 | $1 |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 0.00% | 2 | $1 |
| 7 | OSAIC HOLDINGS, INC. | 0.00% | 2 | $2 |
| 8 | GROUP ONE TRADING LLC | 0.00% | 2 | $2 |
| 9 | Darwin Wealth Management, LLC | 0.00% | 1 | $1 |
| 10 | Western Wealth Management, LLC | 0.00% | 1 | $1 |
The opinions and information contained herein have been obtained or derived from sources believed to be reliable, but Boardroom Alpha cannot guarantee its accuracy and completeness, and that of the opinions based thereon.
This report contains opinions and is provided for informational purposes only – it does not constitute investment, legal or tax advice. You should not rely solely upon the research herein for purposes of transacting securities or other investments, and you are encouraged to conduct your own research and due diligence, and to seek the advice of a qualified securities professional before you make any investment.
None of the information contained in this report constitutes, or is intended to constitute a recommendation by Boardroom Alpha of any particular security or trading strategy or a determination by Boardroom Alpha that any security or trading strategy is suitable for any specific person. To the extent any of the information contained herein may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.
No representation or warranty, expressed or implied, is made on behalf of Boardroom Alpha as to the accuracy or completeness of the information contained herein. Boardroom Alpha does not accept any liability for any direct, indirect or consequential loss or damage suffered by any person as a result of relying on all or any part of this research and any liability is expressly disclaimed.