Tenon Medical, Inc. filings document its medical-device business, public securities, and material events tied to sacroiliac joint treatment products. Current Reports on Form 8-K cover financial results, unaudited revenue releases, FDA-cleared product updates, and corporate communications related to the Catamaran System and SImmetry® portfolio.
The filing record also discloses securities purchase agreements, senior convertible notes, private placements of common stock and warrants, restricted stock unit grants under the 2022 Equity Incentive Plan, annual meeting voting matters, Nasdaq listing-compliance notices, and amended acquisition disclosures with financial statements and pro forma information for the SiVantage asset acquisition.
Tenon Medical, Inc. issued an institutional investor a Series B common stock purchase warrant for up to 125,000 shares at an exercise price of $5.02 per share, expiring September 14, 2031, as consideration for the investor’s waiver of certain restrictions in the August 27, 2026 Purchase Agreement. The waiver permits Tenon, solely to the extent necessary, to file prospectus supplements increasing the common shares it may sell in its at-the-market offering and to amend the Sales Agreement. The investor also waived related rights to injunctive relief and damages; the warrant is subject to beneficial ownership limitations.
Tenon and the investor extended the Section 4.12(a) restriction period by 15 days, so those restrictions apply until 75 days following the Purchase Agreement’s Effective Date. Other Purchase Agreement terms remain in force, including its restriction on sales under the at-the-market offering. Placement agent WallachBeth Capital LLC separately waived its rights to prohibit an increase in shares saleable under the Sales Agreement. Tenon agreed to file a resale registration statement within 60 calendar days and use commercially reasonable efforts to make it effective within 90 calendar days, or 120 calendar days in the case of an SEC “full review.”
Tenon Medical, Inc. (TNON) amended its ATM prospectus to permit it to offer and sell common stock with an aggregate offering price of up to $7,176,045 under its sales agreement with A.G.P./Alliance Global Partners, acting as sales agent or principal. This amount excludes $2,809,378 of common stock sold under the agreement during the 12 calendar months through October 16, 2026.
While public float remains below $75.0 million, Tenon's public primary offerings on Form S-3 are limited to one-third of public float in any 12 calendar month period. As of October 16, 2026, the aggregate market value of common stock held by non-affiliates was $29,956,270, calculated using 2,625,440 shares and a price of $11.41 per share, the August 19, 2026 closing price and highest closing sale price in the prior 60 days. If public float exceeds $75.0 million, the limit no longer applies; if an increase permits additional sales, Tenon says it will file another prospectus supplement before making them.
Tenon Medical, Inc. (TNON) registered 858,269 shares of common stock for resale by Armistice Capital Master Fund Ltd.; the shares are issuable upon exercise of September 2026 Series B warrants. Tenon is not selling shares under the prospectus and receives no proceeds from resales. It may receive up to $4,308,510 in aggregate gross proceeds from cash exercises at $5.02 per share; net proceeds are intended for working capital, capital expenditures and other general corporate purposes.
Under the September 14, 2026 inducement transaction, the holder agreed to cash-exercise 572,179 existing warrants at $5.02 per share in exchange for new warrants to purchase up to 858,269 shares. The new warrants are immediately exercisable, expire five years after issuance and restrict exercise above 4.99% ownership; that limit may be increased to no more than 9.99% with at least 61 days’ prior notice. Assuming exercise of the September 2026 warrants, 3,547,004 common shares would be outstanding after the offering.
Haskell & White LLP’s report on Tenon’s 2025 and 2024 financial statements included an explanatory paragraph expressing substantial doubt about its ability to continue as a going concern.
Tenon Medical, Inc. reported that Chief Revenue Officer Thomas Henry Batton Jr. received a grant of 10,000 restricted stock units upon his appointment. Each RSU represents a contingent right to receive one common share upon vesting. The award was made under the Tenon Medical, Inc. 2022 Equity Incentive Plan and vests over three years, subject to continued service; it has no expiration date.
Tenon Medical, Inc. (TNON) has filed to register the resale of up to 858,269 shares of common stock issuable upon exercise of its September 2026 Series B warrants; the shares may not be sold until the registration statement becomes effective. Armistice Capital Master Fund Ltd. is the selling stockholder, and Tenon is not selling shares. The inducement transaction closed September 14, 2026: Armistice exercised existing warrants for 572,179 shares at $5.02 per share for cash and received new warrants to purchase up to 858,269 shares, immediately exercisable at $5.02 per share and expiring five years from issuance.
Tenon receives no proceeds from resales but may receive up to $4,308,510 in aggregate gross proceeds from cash exercises; it intends to use net proceeds for working capital and general corporate purposes. Haskell & White LLP’s report on the financial statements for the years ended December 31, 2025 and December 31, 2024 included an explanatory paragraph expressing substantial doubt about Tenon’s ability to continue as a going concern.
Tenon Medical, Inc. (TNON) reported a completed exempt securities offering under Regulation D, claiming the Rule 506(b) safe harbor. The company sold securities for total gross proceeds of $4,308,510, with no remaining amount indicated as available for sale. The securities include options, warrants or other rights to acquire another security, as well as the securities issuable upon exercise of those rights. WallachBeth Capital LLC is identified in a sales compensation role, with a cash fee described as paid as financial advisor in the transaction, and no separate finders’ fees reported.
Tenon Medical, Inc. (TNON) entered into a warrant inducement transaction with an institutional holder under which the holder agreed to immediately exercise 572,179 existing Series A warrants at an exercise price of $5.02 per share, generating gross cash proceeds of approximately $2.87 million for the company.
In return, Tenon issued new unregistered five-year Series B warrants to purchase up to 858,269 shares of common stock, also at $5.02 per share, equal to 150% of the shares issued upon exercise of the existing warrants. The New Warrants were issued in a private placement relying on Section 4(a)(2) of the Securities Act and are immediately exercisable on issuance.
WallachBeth Capital LLC is serving as financial advisor and will receive a 7% cash fee on aggregate gross proceeds plus up to $65,000 in reimbursed legal expenses. Tenon plans to use the net proceeds for working capital and general corporate purposes and has agreed to file a resale registration statement covering the shares issuable upon exercise of the New Warrants within 30 days, using commercially reasonable efforts to have it declared effective within 60 to 90 days, depending on SEC review.
Tenon Medical, Inc. (TNON) reported that HRT FINANCIAL LP, a ten percent owner, executed multiple open-market transactions in its common stock from September 8–10, 2026. The firm purchased 108,140 shares and sold 125,925 shares, for a net of 17,785 more shares sold than bought.
Reported prices ranged from $2.61 to $5.56 per share, including purchases such as 31,227 shares at $2.92 and sales such as 65,582 shares at $5.56. A footnote states that the transactions with the related note resulted in short sales. No Rule 10b5-1 trading plan is reported.
Tenon Medical, Inc. (TNON) reported that its Chief Financial Officer, Kevin Williamson, had 30 restricted stock units vest and convert into 30 shares of common stock on September 8, 2026, from RSUs granted November 5, 2024 and adjusted for a 1-for-35 reverse stock split effected August 10, 2026. On September 9, 2026, 11 of the resulting common shares were delivered or withheld at a price of $3.45 per share to pay the associated tax liability.