Tenon Medical Announces Warrant Inducement for Aggregate Gross Proceeds of Approximately $2,872,338

Tenon secures approximately $2.87 million via induced warrant exercises while issuing new five-year warrants in a private placement.

Rhea-AI Summary

Tenon Medical (TNON) entered warrant exercise agreements raising about $2.87 million in gross proceeds on September 11, 2026.

An institutional investor agreed to immediately exercise outstanding warrants for 572,179 common shares, providing gross cash proceeds of $2,872,338.58. In return, the investor will receive in a private placement new unregistered warrants to purchase up to 858,269 common shares, equal to 150% of the shares issued upon exercise of the existing warrants, with an exercise price of $5.02 per share. The New Warrants are exercisable immediately and expire five years from issuance. Closing is expected on or about September 14, 2026, subject to customary conditions, with WallachBeth Capital acting as financial advisor. Tenon plans to file a resale registration statement for the shares underlying the New Warrants.

Positive

• $2,872,338.58 in expected gross cash proceeds from immediate exercise of 572,179 existing warrants
• Investor receives 858,269 new warrants, indicating completed agreement to support near-term financing needs

Negative

• Issuance of up to 858,269 new warrant shares may increase future share-count dilution

Argus 15 min delay

+18.87% vs previous close $6.30 last price 585.9x rel. volume Open Argus

Details

Market Reaction – TNON

-27.7% Trough in 21 min

$5.57 $10.38 Day Range

$4.20M Market Cap

Following this news, TNON has gained 18.87%, reflecting a significant positive market reaction. Argus tracked a trough of -27.7% from its starting point during tracking. Our momentum scanner has triggered 133 alerts so far, indicating very high trading interest and price volatility. The stock is currently trading at $6.30. Trading volume is exceptionally heavy at 585.9x the average, suggesting very strong buying interest.

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Market Context

The stock is surging +18.9% following this news. Before this announcement, TNON's prior close showed...

Analysis

The stock is surging +18.9% following this news. Before this announcement, TNON's prior close showed a 117.21% increase; the related Aug. 31 private-placement closing had a reported 9.4% negative 24-hour reaction, providing contrasting market context for this warrant inducement.

Key Figures

Gross proceeds: $2,872,338.58 Existing warrants exercised: 572,179 shares New warrants: 858,269 shares +3 more

Gross proceeds

$2,872,338.58

Immediate exercise of existing warrants, before fees and expenses

Existing warrants exercised

572,179 shares

Immediate exercise in full

New warrants

858,269 shares

Equal to 150% of shares issued upon existing-warrant exercise

New warrant exercise price

$5.02 per share

Immediately exercisable warrants

New warrant term

Five years

Expiration from the date of issuance

Expected closing

September 14, 2026

Subject to customary closing conditions

Historical Context

2 past events · Latest: Aug 31

2 events

1. Aug 31

   Private placement closing

   24h Move

   -9.4%

   Institutional placement closed with shares and five-year warrants at $5.02

2. Aug 28

   Private placement pricing

   24h Move

   -0.4%

   Company priced institutional offering with shares and accompanying warrants

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

warrant exercise agreements, private placement, resale registration statement

3 terms

warrant exercise agreements financial

"entered into warrant exercise agreements with an institutional investor"

A warrant exercise agreement is the legal paperwork that spells out how a holder of a warrant can convert that warrant into shares by paying the required price. It lays out the steps, timing, payment method, number of shares, and any adjustment rules or conditions tied to the exercise, much like a checklist and receipt for redeeming a coupon. Investors care because exercising turns potential shares into real shares and can change ownership percentages and the company's cash balance.

private placement financial

"the exercising holders will receive in a private placement new unregistered warrants"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

resale registration statement regulatory

"file a registration statement with the SEC covering the resale"

A resale registration statement is a document filed with regulators that allows existing shareholders to sell their shares to the public. It provides the necessary legal approval and information for these shares to be resold on the market, helping to increase the availability of shares for trading. For investors, it signals that shares held by current owners can be offered for sale, potentially affecting share prices and market liquidity.

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LOS GATOS, CA / ACCESS Newswire / September 11, 2026 / Tenon Medical, Inc. (NASDAQ:TNON) ("Tenon" or the "Company"), a medical device company dedicated to transforming care for patients with certain sacro-pelvic disorders announced today it has entered into warrant exercise agreements with an institutional investor to exercise outstanding warrants to purchase an aggregate of 572,179 of the Company's shares of common stock (the "Existing Warrants"). In consideration for the immediate exercise in full of the Existing Warrants for gross cash proceeds of $2,872,338.58, the exercising holders will receive in a private placement new unregistered warrants (the "New Warrants") to purchase up to an aggregate of 858,269 shares of common stock (equal to 150% of the shares of common stock issued in connection with the exercise of the Existing Warrants) with an exercise price of $5.02 per share. The New Warrants are immediately exercisable on the date of issuance and will expire five years from the date of issuance.

The closing of the offering is expected to occur on or about September 14, 2026, subject to the satisfaction of customary closing conditions. The gross proceeds from the warrant inducement are expected to be $2,872,338.58, excluding any proceeds that may be received upon the exercise of the New Warrants and before deducting financial advisor fees and other expenses payable by the Company.

WallachBeth Capital is acting as financial advisor for the warrant inducement transaction.

The New Warrants described above were offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended (the "Act") and, along with the shares of common stock issuable upon their exercise, have not been registered under the Act, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission ("SEC") or an applicable exemption from such registration requirements. The Company has agreed to file a registration statement with the SEC covering the resale of the shares of common stock issuable upon exercise of the New Warrants (the "Resale Registration Statement").

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

About Tenon Medical, Inc.

Tenon Medical, Inc., a medical device company dedicated to transforming care for patients with certain sacro-pelvic disorders. Tenon was incorporated in the State of Delaware in 2012 and currently offers two systems to treat a diseased sacroiliac joint (the "SI Joint"). The Company has developed The Catamaran™ SI Joint Fusion System that offers a novel, less invasive approach to the SI Joint using a single, robust titanium implant. In August 2025, the Company acquired substantially all of the assets of SiVantage, Inc. and SIMPL Medical, LLC, including the SImmetry+® SI Joint Fusion System, which treats disorders of the SI Joint through a minimally invasive lateral access solution that incorporates well-established orthopedic fusion principles. Since the national launch of The Catamaran System in October 2022, Tenon is focused on three commercial opportunities: 1) primary SI Joint procedures, 2) revision procedures of failed SI Joint implants and 3) SI-Joint fusion adjunct to a spine fusion construct.

For more information, please visit www.tenonmed.com. Information on the Company's website does not constitute a part of and is not incorporated by reference into this press release.

The Tenon Medical logo shown above, and Catamaran®, PiSIF®, CAT PiSIF®, ETAD®, Posterior Inferior Sacroiliac Fusion®, CAT SIJ Fusion System®, Catamaran SIJ Fusion System®, Catamaran Inferior Posterior Fusion System®, Catamaran Transfixation Fusion System®, Catamaran Transfixation Fusion Device®, SImmetry® are registered trademarks of Tenon Medical, Inc. MAINSAILTM, and SImmetry+™ are also trademarks of Tenon Medical, Inc.

Forward-Looking Statements

This press release contains "forward-looking statements," which are statements related to events, results, activities or developments that Tenon expects, believes or anticipates will or may occur in the future. Forward-looking often contains words such as "intends," "estimates," "anticipates," "hopes," "projects," "plans," "expects," "seek," "believes," "see," "should," "will," "would," "target," and similar expressions and the negative versions thereof. These forward-looking statements, include, but are not limited to, statements regarding the completion of the Offering, the satisfaction of customary closing conditions related to the Offering and the anticipated use of proceeds therefrom. Such statements are based on Tenon's experience and perception of current conditions, trends, expected future developments and other factors it believes are appropriate under the circumstances, and speak only as of the date made. Forward-looking statements are inherently uncertain and actual results may differ materially from assumptions, estimates or expectations reflected or contained in the forward-looking statements as a result of various factors. For details on the uncertainties that may cause Tenon's actual results to be materially different than those expressed in any forward-looking statements, please review Tenon's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and updated from time to time in our Form 10-Q filings and in our other public filings on file with the SEC at www.sec.gov statements contain, particularly the information contained in the section entitled "Risk Factors." We undertake no obligation to publicly update or revise any forward-looking statements to reflect new information or future events or otherwise unless required by law.

Investor Contact

Shannon Devine
MZ North America
203-741-881
tenon@mzgroup.us

SOURCE: Tenon Medical, Inc.

View the original press release on ACCESS Newswire

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many existing Tenon Medical warrants are being exercised and what cash will this generate?

Existing warrants to purchase an aggregate of 572,179 shares of common stock are being exercised in full, providing expected gross cash proceeds of $2,872,338.58 before advisor fees and other expenses.

What are the key terms of the new Tenon Medical warrants issued in the inducement?

The New Warrants allow purchase of up to an aggregate of 858,269 common shares, equal to 150% of the shares issued from exercising the Existing Warrants. They have an exercise price of $5.02 per share, are exercisable immediately upon issuance, and will expire five years from the date of issuance.

When is the warrant inducement transaction expected to close?

The closing of the offering is expected to occur on or about September 14, 2026, subject to the satisfaction of customary closing conditions.

Are the new Tenon Medical warrants and underlying shares registered with the SEC?

The New Warrants are being issued in a private placement under an exemption from registration and, along with the shares issuable upon exercise, are not registered under the Securities Act of 1933. They may not be offered or sold in the United States absent registration or an applicable exemption. The company has agreed to file a resale registration statement with the SEC for the shares issuable upon exercise of the New Warrants.

Who is advising Tenon Medical on the warrant inducement transaction?

WallachBeth Capital is acting as financial advisor for the warrant inducement transaction.