Tenax Therapeutics, Inc. reports that Logos Global Management and related reporting persons jointly disclose beneficial ownership of 800,000 shares of Common Stock, representing 3.0% of the class based on 26,525,159 shares outstanding as of May 8, 2026. The filing states shared voting and dispositive power for the 800,000 shares and is signed by William Arsani on behalf of the reporting persons on 05/15/2026.
Positive
None.
Negative
None.
Insights
Logos Global reports a 3.0% stake via shared control of 800,000 shares.
The filing lists 800,000 shares held with shared voting and dispositive power across Logos Global entities and William Arsani. The percentage is calculated using 26,525,159 shares outstanding as of May 8, 2026.
Filing language emphasizes advisory and partner relationships; cash‑flow treatment and plans for disposition are not stated. Subsequent filings would be needed to show any change in position.
Key Figures
Reported shares held:800,000 sharesPercent of class:3.0%Shares outstanding (base):26,525,159 shares+1 more
4 metrics
Reported shares held800,000 sharesAmount beneficially owned by each reporting person
Percent of class3.0%Percent of Common Stock based on outstanding shares
Shares outstanding (base)26,525,159 sharesOutstanding Common Stock used to calculate percentage as of <date>May 8, 2026</date>
Signature date05/15/2026Date filing was signed by William Arsani
Key Terms
Schedule 13G/A, Beneficial ownership, Shared dispositive power
3 terms
Schedule 13G/Aregulatory
"Amendment No. 1 and cover header referencing SCHEDULE 13G/A"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Shared dispositive powerfinancial
"Shared Dispositive Power 800,000.00 shown for reporting persons"
What stake does Logos Global hold in Tenax Therapeutics (TENX)?
Logos Global and related persons report beneficial ownership of 800,000 shares, equal to 3.0% of the class. The percentage is based on 26,525,159 shares outstanding as of May 8, 2026, per the filing.
Who are the reporting persons on the Schedule 13G/A for TENX?
The filing is by Logos Global Management LP, Logos Global Management GP LLC, Logos Global Master Fund LP, Logos GP LLC, and William Arsani. William Arsani signed on behalf of the reporting persons on 05/15/2026.
What voting and dispositive powers are reported by Logos Global for TENX shares?
Each reporting person discloses 0 sole voting and 800,000 shared voting power; similarly 0 sole dispositive and 800,000 shared dispositive power for the Common Stock, as shown in the filing.
Does the Schedule 13G/A indicate Logos Global controls Tenax Therapeutics?
The filing includes a certification that the securities were not acquired to change or influence control. It states the holdings are not for control purposes and disclaims group membership; no controlling interest is claimed in the filing.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Tenax Therapeutics, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
88032L605
(CUSIP Number)
03/31/2026
(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
Logos Global 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
800,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
800,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
800,000.00
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)
3.0 %
12
Type of Reporting Person (See Instructions)
IA, PN
Comment for Type of Reporting Person: Percentage calculated based on 26,525,159 shares of Common Stock outstanding on May 8, 2026, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2026.
SCHEDULE 13G
CUSIP Number(s):
88032L605
1
Names of Reporting Persons
Logos Global 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
800,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
800,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
800,000.00
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)
3.0 %
12
Type of Reporting Person (See Instructions)
HC, OO
Comment for Type of Reporting Person: Percentage calculated based on 26,525,159 shares of Common Stock outstanding on May 8, 2026, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2026.
SCHEDULE 13G
CUSIP Number(s):
88032L605
1
Names of Reporting Persons
Logos Global Master Fund 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
800,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
800,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
800,000.00
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)
3.0 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: Percentage calculated based on 26,525,159 shares of Common Stock outstanding on May 8, 2026, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2026.
SCHEDULE 13G
CUSIP Number(s):
88032L605
1
Names of Reporting Persons
Logos 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
800,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
800,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
800,000.00
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)
3.0 %
12
Type of Reporting Person (See Instructions)
HC, OO
Comment for Type of Reporting Person: Percentage calculated based on 26,525,159 shares of Common Stock outstanding on May 8, 2026, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2026.
SCHEDULE 13G
CUSIP Number(s):
88032L605
1
Names of Reporting Persons
Arsani William
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
800,000.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
800,000.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
800,000.00
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)
3.0 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: Percentage calculated based on 26,525,159 shares of Common Stock outstanding on May 8, 2026, as reported in the Form 10-Q filed by the Issuer for the quarter ended March 31, 2026.
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:
Logos Global Management LP ("Logos Global")
Logos Global Management GP LLC ("Logos Global GP")
Logos Global Master Fund LP ("Global Fund")
Logos GP LLC ("Logos GP")
Arsani William
Logos Global is the investment adviser to investment funds, including Global Fund. Logos Global GP is the general partner of Logos Global. Logos GP is the general partner of Global Fund. Dr. William is a control person of Logos Global, Logos Global GP and Logos GP.
The reporting persons are filing this statement jointly but not as members of a group, and they expressly disclaim membership in a group. Each reporting person disclaims beneficial ownership of Common Stock except to the extent of that person's pecuniary interest therein. In addition, the filing of this Schedule 13G on behalf of the Global Fund should not be construed as an admission that it is, and it disclaims that it is, a beneficial owner, as defined in Rule 13d-3 under the Act, of any Common Stock covered by this Schedule 13G.
(b)
Address or principal business office or, if none, residence:
One Letterman Drive, Building C, Suite C3-350, San Francisco, California 94129
(c)
Citizenship:
See Item 4 of the cover sheet for each reporting person.
(d)
Title of class of securities:
Common Stock
(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:
Logos Global: 800,000
Logos Global GP: 800,000
Global Fund: 800,000
Logos GP: 800,000
Arsani William: 800,000
(b)
Percent of class:
Logos Global: 3.0%
Logos Global GP: 3.0%
Global Fund: 3.0%
Logos GP: 3.0%
Arsani William: 3.0%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Logos Global: 0
Logos Global GP: 0
Global Fund: 0
Logos GP: 0
Arsani William: 0
(ii) Shared power to vote or to direct the vote:
Logos Global: 800,000
Logos Global GP: 800,000
Global Fund: 800,000
Logos GP: 800,000
Arsani William: 800,000
(iii) Sole power to dispose or to direct the disposition of:
Logos Global: 0
Logos Global GP: 0
Global Fund: 0
Logos GP: 0
Arsani William: 0
(iv) Shared power to dispose or to direct the disposition of:
Logos Global: 800,000
Logos Global GP: 800,000
Global Fund: 800,000
Logos GP: 800,000
Arsani William: 800,000
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Global Fund holds the Common Stock for the benefit of its investors and has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock.
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 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.
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.
Logos Global Management LP
Signature:
/s/ Arsani William
Name/Title:
Managing Partner
Date:
05/15/2026
Logos Global Management GP LLC
Signature:
/s/ Arsani William
Name/Title:
Managing Member
Date:
05/15/2026
Logos Global Master Fund LP
Signature:
/s/ Arsani William
Name/Title:
Managing Member of Logos GP LLC, General Partner of Logos Global Master Fund LP
Date:
05/15/2026
Logos GP LLC
Signature:
/s/ Arsani William
Name/Title:
Managing Member
Date:
05/15/2026
Arsani William
Signature:
/s/ Arsani William
Name/Title:
Reporting person
Date:
05/15/2026
Exhibit Information
EXHIBIT 99.1 - AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D OR 13G
