Current Report Filing (8-k)

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 19, 2020

 

Aditx Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware		001-39336		82-3204328
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

11161 Anderson Street Suite 105-10014		92354
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code: [phone]

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001		ADTX		The Nasdaq Stock Market LLC

  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 1.01

Entry into a Material Definitive Agreement.

 

On August 19, 2020, Aditx Therapeutics, Inc. (the “Company”) entered into an Amendment Agreement (the “Amendment”) with VStock Transfer, LLC, the Company’s warrant agent (the “Warrant Agent”) in connection with its Series A Warrants (the “Series A Warrants”) to purchase shares of the Company’s common stock, par value $0.001 per share. Pursuant to the Amendment, the Company and Warrant Agent agreed to modify the exercise price of the Series A Warrants from $9.00 per share to $4.50 per share. The Series A Warrants were issued as part of the Units offered by the Company in its initial public offering that were registered under the Securities Act of 1933, as amended (the “Securities Act”), as set forth in the Company’s Prospectus, dated June 29, 2020, filed with the SEC on July 2, 2020 pursuant to Rule 424(b) under the Securities Act, File No. 333-235933.

 

The foregoing description of the Amendment is qualified in its entirety by reference to the text of such agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits

 

Exhibits

 

Exhibit No.		Description
10.1		Amendment Agreement, dated August 19, 2020

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	ADITX THERAPEUTICS, INC.
Date: August 20, 2020	By:	/s/ Corinne Pankovcin
		Corinne Pankovcin
		Chief Financial Officer

 

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