Perceptive Advisors (TENX) reports beneficial ownership of 1.7M Tenax Therapeutics shares

Rhea-AI Filing Summary

Perceptive Advisors LLC, Joseph Edelman, and Perceptive Life Sciences Master Fund, Ltd. report beneficial ownership of 1,700,000 shares of Tenax Therapeutics, Inc. common stock. The Master Fund holds the shares directly, while Perceptive Advisors (as investment manager) and Mr. Edelman (as managing member) may be deemed beneficial owners.

The shares are reported with shared voting and dispositive power among the reporting persons. Ownership calculations reference 37,423,917 Tenax common shares outstanding as of July 28, 2026, as disclosed in the company’s quarterly report.

Key Figures

Shares beneficially owned: 1,700,000 shares Shares outstanding reference: 37,423,917 shares Shared voting power: 1,700,000 shares +2 more

5 metrics

Shares beneficially owned 1,700,000 shares Common stock of Tenax Therapeutics, Inc. beneficially owned by the reporting persons

Shares outstanding reference 37,423,917 shares Tenax common stock outstanding as of July 28, 2026, per Form 10-Q

Shared voting power 1,700,000 shares Shares over which each reporting person has shared power to vote or direct the vote

Sole voting power 0 shares Shares over which each reporting person has sole power to vote

Shared dispositive power 1,700,000 shares Shares over which each reporting person has shared power to dispose or direct disposition

Key Terms

beneficially own, shared voting power, shared dispositive power, Schedule 13G, +1 more

5 terms

beneficially own financial

"may be deemed to beneficially own the securities directly held by the Master Fund"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

shared voting power financial

"Shared Voting Power 1,700,000.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 1,700,000.00"

Schedule 13G regulatory

"report (collectively, the "Reporting Persons") with respect to shares of Common Stock"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

CUSIP financial

"CUSIP No.: 88032L605"

A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.

FAQ

How many TENX shares are reported owned by Perceptive Advisors and affiliates in this Schedule 13G/A?

The reporting persons disclose beneficial ownership of 1,700,000 shares of Tenax Therapeutics, Inc. common stock. These shares are held directly by Perceptive Life Sciences Master Fund, Ltd., with Perceptive Advisors and Joseph Edelman deemed beneficial owners through their management roles.

Who are the reporting persons in Tenax Therapeutics (TENX) Schedule 13G/A Amendment No. 3?

The filing lists Perceptive Advisors LLC, Joseph Edelman, and Perceptive Life Sciences Master Fund, Ltd. as reporting persons. The Master Fund holds the Tenax shares, while Perceptive Advisors and Edelman are attributed beneficial ownership via their investment management and managing member roles.

What is the reference share count used for ownership calculations in this TENX Schedule 13G/A?

Ownership percentages are calculated using 37,423,917 shares of Tenax Therapeutics common stock outstanding as of July 28, 2026. This outstanding share count comes from Tenax’s Form 10-Q filed on July 31, 2026.

How is voting power over TENX shares allocated among the Perceptive reporting entities?

The reporting persons state 0 shares of sole voting power and 1,700,000 shares of shared voting power. Perceptive Advisors, Joseph Edelman, and the Master Fund each report shared power to vote or direct the vote over the same 1,700,000 shares.

What dispositive power over Tenax Therapeutics (TENX) shares do the Perceptive entities report?

They report 0 shares with sole dispositive power and 1,700,000 shares with shared dispositive power. All three reporting persons—Perceptive Advisors, Joseph Edelman, and the Master Fund—indicate shared authority to dispose of or direct the disposition of these shares.

Where are the principal business offices of the TENX Schedule 13G/A reporting persons?

The principal business office for each reporting person is listed as 51 Astor Place, 10th Floor, New York, NY 10003. Tenax Therapeutics’ principal executive offices are separately noted in Chapel Hill, North Carolina.

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

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Available on EDGAR 08/14/2026 - 05:22 PM Accepted by SEC EDGAR 08/14/2026 - 05:21 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 3)

Tenax Therapeutics, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

88032L605

(CUSIP Number)

06/30/2026

(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)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 88032L605

1

Names of Reporting Persons

Perceptive Advisors 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 1,700,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,700,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,700,000.00

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)

4.5 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP Number(s): 88032L605

1

Names of Reporting Persons

Joseph Edelman

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 1,700,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,700,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,700,000.00

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)

4.5 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP Number(s): 88032L605

1

Names of Reporting Persons

Perceptive Life Sciences Master Fund, Ltd.

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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,700,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,700,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,700,000.00

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)

4.5 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Tenax Therapeutics, Inc.
(b)	Address of issuer's principal executive offices: 101 Glen Lennox Drive, Suite 300, Chapel Hill, NC 27517
Item 2.
(a)	Name of person filing: The names of the persons filing this report (collectively, the "Reporting Persons") with respect to shares of Common Stock, $0.0001 par value per share (the "Common Stock") of Tenax Therapeutics, Inc. (the "Issuer") are: Perceptive Advisors LLC ("Perceptive Advisors") Joseph Edelman ("Mr. Edelman") Perceptive Life Sciences Master Fund, Ltd. (the "Master Fund")
(b)	Address or principal business office or, if none, residence: The address of the principal business office of each of the Reporting Persons is: 51 Astor Place, 10th Floor New York, NY 10003
(c)	Citizenship: Perceptive Advisors is a Delaware limited liability company Mr. Edelman is a United States citizen The Master Fund is a Cayman Islands corporation
(d)	Title of class of securities: Common Stock, $0.0001 par value per share
(e)	CUSIP No.: 88032L605
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: The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover pages to this Schedule 13G. The ownership percentages reported are based on 37,423,917 shares of Common Stock outstanding as of July 28, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on July 31, 2026. Neither Perceptive Advisors nor Mr. Edelman directly holds any shares of Common Stock. The Master Fund directly holds 1,700,000 shares of Common Stock. Perceptive Advisors serves as the investment manager of the Master Fund and may be deemed to beneficially own the securities directly held by the Master Fund. Mr. Edelman is the managing member of Perceptive Advisors and may be deemed to beneficially own the securities directly held by the Master Fund.
(b)	Percent of class: Perceptive Advisors: 5.5% Mr. Edelman: 5.5% Master Fund: 5.5%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: Perceptive Advisors: 0 Mr. Edelman: 0 Master Fund: 0
	(ii) Shared power to vote or to direct the vote: Perceptive Advisors: 1,700,000 Mr. Edelman: 1,700,000 Master Fund: 1,700,000
	(iii) Sole power to dispose or to direct the disposition of: Perceptive Advisors: 0 Mr. Edelman: 0 Master Fund: 0
	(iv) Shared power to dispose or to direct the disposition of: Perceptive Advisors: 1,700,000 Mr. Edelman: 1,700,000 Master Fund: 1,700,000
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.
	Not Applicable
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 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.

Perceptive Advisors LLC

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	08/14/2026

Joseph Edelman

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman
Date:	08/14/2026

Perceptive Life Sciences Master Fund, Ltd.

Signature:	/s/ Joseph Edelman
Name/Title:	Joseph Edelman, Managing Member
Date:	08/14/2026