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

Tenon Medical secures a $2.87 million warrant inducement and issues new five-year warrants that could add further capital and dilution.

Rhea-AI Summary

Tenon Medical (TNON) entered into warrant exercise agreements with an institutional investor to immediately exercise outstanding warrants for 572,179 common shares, generating expected gross cash proceeds of approximately $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 on exercise of the existing warrants, at an exercise price of $5.02 per share. The new warrants are immediately exercisable and will expire five years from issuance. Closing is expected on or about September 14, 2026, subject to customary conditions. Tenon expects gross proceeds of $2,872,338.58 before advisor fees and expenses, excluding any additional proceeds from future exercises of the new warrants.

Positive

• Gross proceeds of approximately $2,872,338.58 from immediate exercise of 572,179 existing warrants
• Issuance of 858,269 new warrants at $5.02 per share may provide additional future capital
• New warrants are immediately exercisable with a five-year term, enhancing flexibility for future funding

Negative

• New warrants for up to 858,269 shares create potential future dilution for existing shareholders
• Transaction closing remains subject to customary conditions, so proceeds are not yet final
• New warrants and underlying shares are initially unregistered, with liquidity dependent on a future resale registration statement

Argus Sep 11 session 157 alerts

+11.89% close to close 2104.4x rel. volume Open Argus

Details

Market move: TNON +11.89% in the Sep 11 session. warrant inducement offering

+68.1% Peak Tracked

-11.5% Trough Tracked

$7.00M Mkt Cap at Peak Alert

On Sep 11, the day this news came out, TNON closed 11.89% above the previous close. Argus tracked a peak move of +68.1% during that session. Argus tracked a trough of -11.5% from its starting point during tracking. Our momentum scanner recorded 157 alerts for this stock that day. Relative volume reached 2104.4x the daily average during tracking.

Data tracked by StockTitan Argus for the Sep 11 session.

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

Warrant inducement, before fees and expenses

Existing warrants exercised

572,179 shares

Immediate exercise in full

New warrants

858,269 shares

Issued in private placement; equal to 150% of exercised shares

New warrant exercise price

$5.02 per share

Immediately exercisable

New warrant term

Five years

From 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%

   Closed related institutional private placement with shares and accompanying warrants

2. Aug 28

   Private placement pricing

   24h Move

   -0.4%

   Priced related institutional offering with shares and five-year accompanying warrants

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

Key Terms

private placement, unregistered warrants, resale registration statement

3 terms

private placement financial

"the exercising holder 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.

unregistered warrants financial

"new unregistered warrants (the "New Warrants") to purchase up to"

Unregistered warrants are instruments that give their holder the right to buy a company's shares at a set price in the future, but they have not been registered with securities regulators for public resale. Because they are limited in who can hold or sell them and often carry resale restrictions, they matter to investors by creating potential future dilution of existing shares and offering a less liquid, higher-risk way to gain exposure compared with registered securities — like a coupon that can only be used or traded under specific conditions.

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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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JERSEY CITY, N.J., Sept. 11, 2026 /PRNewswire/ -- WallachBeth Capital LLC, a leading provider of capital markets and institutional execution services, announced today that Tenon Medical, Inc. (NASDAQ:TNON) ("Tenon" or the "Company"), a medical device company dedicated to transforming care for patients with certain sacro-pelvic disorders 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 holder 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 WallachBeth Capital LLC:
WallachBeth Capital offers a robust range of capital markets and investment banking services to the healthcare community, connecting corporate clients with leading institutions, supporting issuers and investors in achieving their financial goals. The firm's experience includes initial public offerings, follow-on issues, PIPE offerings, and private transactions and ATM's.

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.

cap-mkts@wallachbeth.com

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SOURCE WallachBeth Capital LLC

FAQ

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

What are the main terms of Tenon Medical's new warrants issued in the inducement?

The new warrants allow the holder to purchase up to an aggregate of 858,269 shares of common stock, equal to 150% of the shares issued upon exercise of the existing warrants, at an exercise price of $5.02 per share. They are immediately exercisable on the date of issuance and will expire five years from that date.

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.

How are the new warrants being offered and what are the transfer restrictions?

The new warrants are being offered in a private placement under an exemption from the registration requirements of the Securities Act of 1933. The warrants and the shares issuable upon their exercise have not been registered under the Act and may not be offered or sold in the United States without registration with the SEC or an applicable exemption.

What has Tenon Medical agreed to do regarding registration of the new warrant shares?

The company has agreed to file a resale registration statement with the SEC covering the shares of common stock issuable upon exercise of the new warrants.

What role does WallachBeth Capital have in this transaction?

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