Aditxt, Inc. (Form: 8-K, Received: 09/30/2021 14:44:04)

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): September 25, 2021

Aditxt, 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.)

737 N. Fifth Street, Suite 200 Richmond, VA		23219
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (650) 870-1200

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of President

On September 25, 2021, the board of directors of Aditxt, Inc. (the “Company”) appointed Corinne Pankovcin as President of the Company. Ms. Pankovcin previously served as Chief Financial Officer of the Company since July 2020.

Set forth below is the biographical information of Ms. Pankovcin, age 54, as required by Item 401 of Regulation S-K.

Ms. Pankovcin served as our Chief Financial Officer from July 2020 through September 25, 2021. From December 2015 to July 2019, Ms. Pankovcin was the Chief Financial Officer and Managing Director and Treasurer of Business Development Corporation of America, a business development company. Prior thereto, from January 2011 to August 2015, Ms. Pankovcin was the Chief Financial Officer and Treasurer of Blackrock Capital Investment Corporation (NASDAQ: BKCC), and a Managing Director of Finance at BlackRock Investment Management LLC. Prior to joining BlackRock, Ms. Pankovcin was a senior member of Finance & Accounting of Alternative Investments and served as Chief Financial Officer for the Global Emerging Markets products group at AIG Capital Partners. Ms. Pankovcin began her career with PricewaterhouseCoopers LLP, where she ultimately held the role of Senior Manager of Business Assurance for Consumer Products, Manufacturing, and Middle Market industries from 1991 to 2001. Ms. Pankovcin earned her B.S. in Accounting from Dowling College and her Master’s Degree in Business Administration from Hofstra University. She is a Certified Public Accountant.

Appointment of Chief Financial Officer

On September 25, 2021, the board of directors of the Company appointed Thomas J. Farley as Chief Financial of the Company. Mr. Farley previously served as the Controller of the Company since October 2020 and has served as the Company’s Principal Accounting Officer since March 2021.

Set forth below is the biographical information of Mr. Farley, age 48, as required by Item 401 of Regulation S-K.

Mr. Farley served as our Controller from October 2020 through September 25, 2021 and has served as our Principal Accounting Officer since March 2021. From December 2015 to June 2020, Mr. Farley was the Senior Controller and Treasurer of Business Development Corporation of America, a business development company. Prior thereto, from January 2011 to August 2015, Mr. Farley was the Senior Controller of Blackrock Capital Investment Corporation (NASDAQ: BKCC). Prior to joining BlackRock, Mr. Farley was a Senior Controller for PineBridge Investments. Mr. Farley began his career with PricewaterhouseCoopers LLP, from 1996 to 2001. Mr. Farley earned his B.S. in Accounting from Long Island University. He is a Certified Public Accountant.

Item 8.01 Other Events

On September 27, 2021, the Company issued a press release announcing the appointments of Ms. Pankovcin and Mr. Farley. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description

99.1		Press release, dated September 27, 2021
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	ADITXT, INC.

Date: September 30, 2021	By:	/s/ Corinne Pankovcin
		Corinne Pankovcin
		President

Exhibit 99.1

Aditxt Appoints Corinne Pankovcin as President and Thomas J. Farley as Chief Financial Officer as Company Prepares for Global Commercialization

Richmond, VA – September 27, 2021 – Aditxt, Inc. (“Aditxt, or the “Company”). (Nasdaq: ADTX), a biotech innovation company with a mission to improve the health of the immune system, today announced key executive management changes to support its growth plans. Corinne Pankovcin, who has served as CFO of Aditxt, has been appointed as President and will work closely with the Company’s CEO, Amro Albanna, to execute Aditxt’s business strategy. Thomas J. Farley, who has served as Controller and Principal Accounting Officer of Aditxt, has been appointed as CFO.

As CFO of Aditxt since July 2020, Ms. Pankovcin, along with the Company’s CEO and executive team, has effectively managed the Company’s growth as it became publicly traded on Nasdaq. Previously, she served as CFO and Treasurer of world-class organizations including Business Development Corporation of America and Blackrock Capital Investment Corporation (Nasdaq: BKCC), as well as Managing Director of Finance at BlackRock Investment Management LLC. Prior to joining BlackRock, Ms. Pankovcin was CFO for the Global Emerging Markets products group at AIG Capital Partners. Ms. Pankovcin began her career with PricewaterhouseCoopers LLP, where she ultimately held the role of Senior Manager of Business Assurance for Consumer Products, Manufacturing, and Middle Market industries. Ms. Pankovcin earned her B.S. in Accounting from Dowling College and her Master’s Degree in Business Administration from Hofstra University. She is a Certified Public Accountant.

Serving as Controller since October 2020 and Principal Accounting Officer since March 2021 at Aditxt, Mr. Farley worked closely with Ms. Pankovcin on all aspects of public company management and SEC reporting. Prior to joining Aditxt, Mr. Farley was the Senior Controller and Treasurer of Business Development Corporation of America and was the Senior Controller of Blackrock Capital Investment Corporation (Nasdaq: BKCC). Before joining BlackRock, Mr. Farley was a Senior Controller for PineBridge Investments. He began his career with PricewaterhouseCoopers LLP. Mr. Farley earned his B.S. in Accounting from Long Island University. He is a Certified Public Accountant.

“As Aditxt grows and positions toward a global footprint, we are fortunate to have internal management talent who can move into key executive positions ready to implement our growth strategy. Corinne has proved her business acumen and effectiveness through our Nasdaq listing and beyond. As President, she’ll work closely with me on all aspects of our business’ scaleup across the board,” stated Aditxt Co-Founder, Chairman, and CEO Amro Albanna. “We are very fortunate to have Tom, who is extremely well qualified, to step into the CFO role based on his extensive experience in financial management of publicly traded companies and in auditing companies including the biopharma sector. I look forward to working with both Corinne and Tom in their new roles.”

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About Aditxt:

Aditxt is developing technologies specifically focused on improving the health of the immune system through immune monitoring and reprogramming. Aditxt’s immune monitoring technology is designed to provide a personalized comprehensive profile of the immune system. Aditxt’s immune reprogramming technology is currently at the pre-clinical stage and is designed to retrain the immune system to induce tolerance with an objective of addressing rejection of transplanted organs, autoimmune diseases, and allergies. For more information, please visit: www.aditxt.com

Forward-Looking Statements

Certain statements in this press release constitute “forward-looking statements” within the meaning of federal securities laws. Forward looking statements include statements regarding the Company’s intentions, beliefs, projections, outlook, analyses or current expectations concerning, among other things, the Company’s ongoing and planned product and business development; the Company’s intellectual property position; the Company’s ability to develop commercial functions; expectations regarding product launch and revenue; the Company’s results of operations, cash needs, spending, financial condition, liquidity, prospects, growth and strategies; the industry in which the Company operates; and the trends that may affect the industry or the Company. Forward-looking statements are not guarantees of future performance and actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, as well as those risks more fully discussed in the section titled “Risk Factors” in the Company’s most recent Annual Report on Form 10-K, as well as discussions of potential risks, uncertainties, and other important factors in the Company’s other filings with the Securities and Exchange Commission. All such statements speak only as of the date made, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Media and Investor Relations Contact:

Aditxt, Inc.

ir@aditxt.com

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