Cadian Capital filed an amended Schedule 13G/A showing passive ownership in Tactile Systems Technology, Inc. common stock. As of December 31, 2025, Cadian Capital Management, its general partner, and Eric Bannasch were deemed to beneficially own 1,084,094 shares, or about 4.9% of the outstanding common stock.
All shares are held by advisory clients of Cadian Capital Management, over which the adviser has shared voting and investment power. The filing certifies the position was acquired and is held in the ordinary course of business and not for the purpose of changing or influencing control of the company.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
TACTILE SYSTEMS TECHNOLOGY INC
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
87357P100
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
87357P100
1
Names of Reporting Persons
Cadian Capital Management, LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,084,094.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,084,094.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,084,094.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.9 %
12
Type of Reporting Person (See Instructions)
IA, PN
SCHEDULE 13G
CUSIP No.
87357P100
1
Names of Reporting Persons
Cadian Capital Management GP, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,084,094.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,084,094.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,084,094.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.9 %
12
Type of Reporting Person (See Instructions)
OO, HC
SCHEDULE 13G
CUSIP No.
87357P100
1
Names of Reporting Persons
ERIC BANNASCH
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,084,094.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,084,094.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,084,094.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.9 %
12
Type of Reporting Person (See Instructions)
IN, HC
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
TACTILE SYSTEMS TECHNOLOGY INC
(b)
Address of issuer's principal executive offices:
3701 Wayzata Boulevard, Suite 300, Minneapolis, Minnesota, 55416
Item 2.
(a)
Name of person filing:
This statement is filed by (i) Cadian Capital Management, LP, (ii) Cadian Capital Management GP, LLC, and (iii) Eric Bannasch (collectively, the "Reporting Persons").
(b)
Address or principal business office or, if none, residence:
For each of the Reporting Persons: 535 Madison Avenue, 36th Floor, New York, New York 10022
(c)
Citizenship:
(i) Cadian Capital Management, LP is a Delaware limited partnership, (ii) Cadian Capital Management GP, LLC is a Delaware limited liability company, and (iii) Eric Bannasch is a United States citizen.
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP No.:
87357P100
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of December 31, 2025, each of the Reporting Persons may have been deemed to have beneficially owned 1,084,094 shares of Common Stock, par value $0.001 per share ("Common Stock"), of Tactile Systems Technology, Inc. (the "Issuer"). All securities reported in this Schedule 13G were directly held by Cadian Master Fund L.P. and Cadian Opportunities Master Fund LP (collectively, the "Advisory Clients"), advisory clients of Cadian Capital Management, LP (the "Adviser"). Pursuant to Investment Management Agreements between the Advisory Clients and the Adviser, the Adviser exercises exclusive voting and investment power over securities directly held by the Advisory Clients. Cadian Capital Management GP, LLC is the general partner of the Adviser. Eric Bannasch is the sole managing member of Cadian Capital Management GP, LLC.
(b)
Percent of class:
As of December 31, 2025, each of the Reporting Persons may have been deemed to have beneficially owned approximately 4.9% of the shares of Common Stock of the Issuer outstanding, based on 22,335,582 shares of Common Stock outstanding as of October 30, 2025, as disclosed in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on November 3, 2025.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
As of December 31, 2025, each of the Reporting Persons may have been deemed to have had sole power to vote or to direct the vote of 0 shares of Common Stock.
(ii) Shared power to vote or to direct the vote:
As of December 31, 2025, each of the Reporting Persons may have been deemed to have had shared power to vote or to direct the vote of 1,084,094 shares of Common Stock.
(iii) Sole power to dispose or to direct the disposition of:
As of December 31, 2025, each of the Reporting Persons may have been deemed to have had sole power to dispose or direct the disposition of 0 shares of Common Stock.
(iv) Shared power to dispose or to direct the disposition of:
As of December 31, 2025, each of the Reporting Persons may have been deemed to have had shared power to dispose or to direct the disposition of 1,084,094 shares of Common Stock.
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
The disclosure regarding the relationships among the Reporting Persons in Item 4 is incorporated by reference herein.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Cadian Capital Management, LP
Signature:
/s/ Eric Bannasch
Name/Title:
Eric Bannasch/Managing Member, Cadian Capital Management GP, LLC, its General Partner
What percentage of Tactile Systems Technology (TCMD) does Cadian Capital own?
Cadian Capital and related reporting persons report beneficial ownership of approximately 4.9% of Tactile Systems Technology common stock. This represents 1,084,094 shares based on 22,335,582 shares outstanding as of October 30, 2025, as disclosed in the company’s Form 10-Q.
How many TCMD shares are reported in Cadian Capital’s Schedule 13G/A?
The Schedule 13G/A reports that the filing parties may be deemed to beneficially own 1,084,094 shares of Tactile Systems Technology common stock. These shares are held by Cadian Master Fund L.P. and Cadian Opportunities Master Fund LP, advisory clients of Cadian Capital Management.
Is Cadian Capital’s stake in TCMD a passive investment?
Yes. The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control. The filing is on Schedule 13G/A, which is used for passive ownership positions.
Who are the reporting persons in the TCMD Schedule 13G/A filing?
The reporting persons are Cadian Capital Management, LP, Cadian Capital Management GP, LLC, and Eric Bannasch. Each may be deemed to share voting and dispositive power over the reported TCMD shares through advisory relationships and control of the investment adviser entity.
Does Cadian Capital have sole or shared voting power over TCMD shares?
The filing indicates 0 shares with sole voting power and 1,084,094 shares with shared voting power. It similarly reports no sole dispositive power and shared dispositive power over the same number of Tactile Systems Technology common shares.
Why does the TCMD filing mention ownership of 5 percent or less of a class?
Item 5 notes ownership of 5 percent or less of the class, reflecting the reported 4.9% stake. This indicates the position is below the 5% threshold that often triggers different reporting requirements, consistent with a passive Schedule 13G filing.