Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned
hereunto duly authorized.
Exhibit 99.1
Tenon®
Medical Reports Third Quarter 2026 Financial Results
~
Third Quarter 2026 Revenue of $1.4 Million, a 22% Increase Compared to Prior Year ~
~
Third Quarter Gross Profit of $1.0 Million, a 23% Increase Compared to Prior Year; Gross Margin of 66.3% ~
~
Raised Approximately $15.6 Million in Gross Proceeds, Repaid Convertible Notes in Full and Ended the Quarter with $8.3 Million in Cash
and Cash Equivalents ~
~
Commenced Full Commercial Launch of 3D-Printed Lateral Screw for the SImmetry®+ SI Joint Fusion System ~
~
Added Eight New U.S. Patents in 2026, Bringing Portfolio to 38 Issued U.S. Patents ~
Los
Gatos, CA – November 12, 2026 – Tenon Medical, Inc. (NASDAQ: TNON) (“Tenon Medical” or the “Company”),
a company redefining care for patients with sacro-pelvic disorders, today reported financial results for the third quarter ended September
30, 2026.
Financial
Results and Business Updates
| ● | Third
Quarter 2026 Results: |
| ○ | Third
quarter revenue of $1.4 million, an increase of 22% compared to $1.2 million in the third
quarter of 2025. |
| ○ | Third
quarter gross profit of $1.0 million, an increase of 23% compared to $0.8 million in the
third quarter of 2025. |
| ○ | Gross
margin of 66.3%, a 0.4 percentage point increase from 65.9% in the third quarter of 2025. |
| ○ | Cash
and cash equivalents of $8.3 million as of September 30, 2026, compared to $3.8 million as
of December 31, 2025. |
| ○ | Operating
loss of $3.1 million in the third quarter, an improvement of $0.3 million compared to $3.4
million in the third quarter of 2025. |
| ○ | Net
loss of $6.6 million, or $5.39 per share, in the third quarter of 2026, compared to a net
loss of $3.3 million, or $14.17 per share, in the third quarter of 2025. |
| ● | Commercially
launched the 3D-printed lateral screw for the SImmetry®+ SI Joint Fusion System, the
first component of a next-generation lateral system, following an alpha launch that generated
approximately $1.2 million in revenue from late in the fourth quarter of 2025 through the
third quarter of 2026. |
| ● | Raised
approximately $15.6 million in aggregate gross proceeds and regained compliance with Nasdaq’s
minimum stockholders’ equity requirement. The Company also regained compliance with
Nasdaq’s minimum bid price requirement following its 1-for-35 reverse stock split,
effective August 10, 2026. |
| ● | Repaid
in full approximately $5.12 million of remaining principal balance of senior convertible
notes ahead of their September 11, 2026 maturity. |
Subsequent
Updates
| ● | The
Company hired Thomas Batton Jr. as Chief Revenue Officer, effective October 1, 2026, to lead
the commercial organization. Mr. Batton has over 15 years of medical device sales and commercial
leadership experience across spine, neuromodulation and pain management, including extensive
experience within SI joint fixation. The Company plans to continue to add to its commercial
organization through hiring direct sales representatives and onboarding distributor partners. |
| ● | On
October 15, 2026, the Company announced that the U.S. Patent and Trademark Office had issued
eight new patents to the Company so far in 2026, bringing its portfolio to 38 issued U.S.
patents and nine international patents, with 31 U.S. and foreign patent applications pending.
The patents include both system and method claims covering the Catamaran® SI Joint Fusion
System and are expected to strengthen the Company’s intellectual property position
in the sacro-pelvic fusion market. |
| ● | On
October 28, 2026, the Company announced the completion of the initial alpha cases of its
new Quickstep™ Decorticator for the next-generation SImmetry®+ SI Joint Fusion
System. Quickstep is designed to streamline joint decortication and simplify the SImmetry+
surgical workflow, and the Company is targeting full market release in the first quarter
of 2027. |
“Third
quarter revenue of $1.4 million grew 22% compared to the prior year and 12% sequentially from the second quarter, and we delivered that
growth while reducing operating expenses compared to both the third quarter of 2025 and the second quarter of this year,” said
Steven M. Foster, President and CEO of Tenon Medical, Inc. “Just as importantly, we significantly strengthened our balance sheet
during the quarter. We raised approximately $15.6 million in aggregate gross proceeds, repaid our convertible notes in full, regained
compliance with Nasdaq’s stockholders’ equity and minimum bid price requirements, and ended the quarter with $8.3 million
in cash.”
“With
our convertible notes now behind us, our attention is fully on growth. The full commercial launch of our 3D-printed SImmetry®+ lateral
screw, the first component of our next-generation lateral system, and the completion of initial alpha cases with our Quickstep™
Decorticator, which we are targeting for full market release in the first quarter of 2027, expand the tools we can offer our physician
partners. Our eight new U.S. patents this year further strengthen the protection around our Catamaran® platform. For the balance
of 2026, our priorities remain consistent: expanding physician training and adoption across both platforms, advancing our product pipeline,
and maintaining discipline on spend.”
Third
Quarter 2026 Financial Results
Revenue
was $1.4 million in the third quarter of 2026, an increase of 22% compared to $1.2 million in the same period of 2025. Revenue for the
nine months ended September 30, 2026 was $4.1 million, an increase of 66% compared to $2.5 million in the nine months ended September
30, 2025. The increase in revenue for the three months ended September 30, 2026 as compared to 2025 was primarily due to an increase
in the number of surgical procedures, including continued adoption of the SImmetry®+ System.
Gross
profit was $1.0 million, or 66.3% of revenue, in the third quarter of 2026, compared to $0.8 million, or 65.9% of revenue, in the third
quarter of 2025. For the nine months ended September 30, 2026, gross profit was $2.7 million, or 66.2% of revenue, compared to $1.3 million,
or 54.4% of revenue, for the nine months ended September 30, 2025. The 0.4 percentage point gross margin increase in the three months
ended September 30, 2026 was primarily driven by increased revenue, further absorbing fixed costs within costs of goods sold, as well
as improved Catamaran® per-procedure costs, driven by the 510(k) clearance the Company announced receiving on July 2, 2026, which
reclassifies certain instruments to reusable status.
Operating
expenses totaled $4.0 million in the third quarter of 2026, compared to $4.2 million in the third quarter of 2025. For the nine months
ended September 30, 2026, operating expenses totaled $12.4 million, compared to $11.3 million in the prior year period. The decrease
in the three months ended September 30, 2026 was primarily due to lower general and administrative expenses, primarily reflecting lower
professional service fees, partially offset by higher sales and marketing expenses associated with higher revenue and higher research
and development expenses as the Company continues to work towards future product additions.
Net
loss was $6.6 million, or $5.39 per share, in the third quarter of 2026, compared to a net loss of $3.3 million, or $14.17 per share,
in the third quarter of 2025. For the nine months ended September 30, 2026, net loss was $14.2 million, or $22.48 per share, compared
to a net loss of $9.7 million, or $51.72 per share, in the same year ago period. The increase in net loss in the third quarter of 2026
was primarily attributable to non-cash items below the operating line, including $3.1 million of expense related to warrants issued as
inducement consideration and $0.7 million of non-cash interest expense from the amortization of debt discount on the Company’s
convertible notes, which were repaid in full during the quarter. Loss from operations improved to $3.1 million from $3.4 million in the
prior year period.
As
of September 30, 2026, cash and cash equivalents totaled $8.3 million, compared to $3.8 million at December 31, 2025. During the third
quarter of 2026, the Company raised approximately $10.1 million in aggregate gross proceeds through a $4.2 million public offering completed
on July 1, 2026, a $3.0 million private placement closed on August 31, 2026, and a warrant inducement transaction in September 2026 for
gross proceeds of approximately $2.9 million. The Company also received approximately $2.8 million in gross proceeds from the sale of
common stock under its at-the-market offering program and approximately $2.7 million from the exercise of warrants during the quarter,
bringing total gross proceeds for the third quarter to approximately $15.6 million. Through prepayments made in August and September
2026, the Company repaid in full its senior convertible notes, which had an aggregate principal amount of approximately $5.16 million,
ahead of their September 11, 2026 maturity date, as announced on September 9, 2026. The Company had no outstanding debt as of quarter-end,
positioning it to continue executing on its strategic initiatives, including the continued development and launch of the acquired SiVantage
assets and expanding the commercial team.
Third
Quarter 2026 Earnings Conference Call
Management
will host a conference call at 4:30 p.m. ET (1:30 p.m. PT) today, November 12, 2026, to discuss Tenon’s third quarter 2026 financial
results, provide a corporate update, and conclude with Q&A with the Company’s covering analysts. To participate, please use
the following information:
| Date: |
Thursday, November 12, 2026 |
| Time: |
4:30 p.m. Eastern time |
| Dial-in: |
1-877-407-0792 |
| International Dial-in: |
1-201-689-8263 |
| Webcast: |
TNON Conference Call |
Please
dial in at least 10 minutes before the start of the call to ensure timely participation.
An audio
playback of the call will be available through November 26, 2026, on Tenon’s Investor Relations website at http://ir.tenonmed.com/
or via telephone replay by dialing 1-844-512-2921 (USA) or 1-412-317-6671 (International). The access code will be 13763354.
About
Tenon Medical, Inc.

Tenon
Medical, Inc. is a medical device company dedicated to transforming care for patients with certain sacro-pelvic disorders. Tenon was
incorporated in the State of Delaware in 2012 and currently offers two systems to treat a diseased sacroiliac joint (the “SI Joint”).
The Company has developed The Catamaran® SI Joint Fusion System (“The Catamaran System”) that offers a novel, less invasive
approach to the SI Joint using a single, robust titanium implant. In August 2025, the Company acquired substantially all the assets of
SiVantage, Inc. and SIMPL Medical, LLC, including the SImmetry+® SI Joint Fusion System, which treats disorders of the SI Joint through
a minimally invasive lateral access solution that incorporates well-established orthopedic fusion principles. Since the national launch
of The Catamaran System in October 2022, Tenon has been focused on three commercial opportunities: 1) primary SI Joint procedures, 2)
revision procedures of failed SI Joint implants and 3) SI-Joint fusion adjunct to a spine fusion construct.
For
more information, please visit www.tenonmed.com. Information on the Company’s website does
not constitute a part of and is not incorporated by reference into this press release.
The
Tenon Medical logo shown above, and Catamaran®, PiSIF®, CAT PiSIF®, ETAD®, Posterior Inferior Sacroiliac Fusion®,
CAT SIJ Fusion System®, Catamaran SIJ Fusion System®, Catamaran Inferior Posterior Fusion System®, Catamaran Transfixation
Fusion System®, Catamaran Transfixation Fusion Device®and SImmetry® are registered trademarks of Tenon Medical, Inc. MAINSAILTM,
SImmetry+ and QuickstepTM are also trademarks of Tenon Medical, Inc.
Safe
Harbor
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 statements often contain 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 Company’s commercial and product development plans, including the anticipated full market release of the Quickstep™
Decorticator, the expansion of its commercial organization, its intellectual property position and its strategic priorities. 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, including the Company’s need to raise additional capital and the substantial doubt about its ability
to continue as a going concern. 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, as updated from time to time in our Quarterly Reports on Form 10-Q and in our other public filings on file with the
SEC at www.sec.gov, 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.
IR
Contact:
Shannon
Devine
203-741-8811
MZ
North America
tenon@mzgroup.us
Tenon
Medical, Inc.
Condensed
Balance Sheets (Unaudited)
(In
thousands, except share data)
| | |
September 30, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| ASSETS | |
| | |
| |
| Current assets: | |
| | |
| |
| Cash and cash equivalents | |
$ | 8,271 | | |
$ | 3,756 | |
| Accounts receivable, net | |
| 1,701 | | |
| 1,698 | |
| Inventory | |
| 882 | | |
| 1,054 | |
| Prepaid expenses and other current assets | |
| 367 | | |
| 260 | |
| Total current assets | |
| 11,221 | | |
| 6,768 | |
| Property and equipment, net | |
| 717 | | |
| 918 | |
| Deposits | |
| 51 | | |
| 51 | |
| Operating lease right-of-use asset | |
| 1,362 | | |
| 131 | |
| Intangible assets, net | |
| 441 | | |
| 485 | |
| Goodwill | |
| 2,407 | | |
| 2,407 | |
| TOTAL ASSETS | |
$ | 16,199 | | |
$ | 10,760 | |
| | |
| | | |
| | |
| Liabilities and Stockholders’ EQUITY | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 657 | | |
$ | 845 | |
| Accrued expenses | |
| 2,151 | | |
| 1,637 | |
| Current portion of accrued commissions | |
| 780 | | |
| 590 | |
| Current portion of operating lease liability | |
| 222 | | |
| 141 | |
| Current portion of contingent consideration | |
| 23 | | |
| — | |
| Total current liabilities | |
| 3,833 | | |
| 3,213 | |
| Accrued commissions, net of current portion | |
| 1,086 | | |
| 1,514 | |
| Operating lease liability, net of current portion | |
| 1,071 | | |
| — | |
| Contingent consideration, net of current portion | |
| 991 | | |
| 993 | |
| Total liabilities | |
| 6,981 | | |
| 5,720 | |
| Stockholders’ equity: | |
| | | |
| | |
| Series A convertible preferred stock, $0.001 par value; 4,500,000 shares authorized at September 30, 2026 and December 31, 2025; 204,159 shares issued and outstanding at September 30, 2026 and December 31, 2025 | |
| 2,622 | | |
| 2,622 | |
| Series B convertible preferred stock, $0.001 par value; 491,222 shares authorized at September 30, 2026 and December 31, 2025; 86,454 shares issued and outstanding at September 30, 2026 and December 31, 2025 | |
| 452 | | |
| 452 | |
| Common stock, $0.001 par value; 130,000,000 shares authorized at September 30, 2026 and December 31, 2025; 2,682,721 and 310,036 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively | |
| 3 | | |
| — | |
| Additional paid-in capital | |
| 101,608 | | |
| 83,268 | |
| Accumulated deficit | |
| (95,467 | ) | |
| (81,302 | ) |
| Total stockholders’ equity | |
| 9,218 | | |
| 5,040 | |
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | |
$ | 16,199 | | |
$ | 10,760 | |
Tenon
Medical, Inc.
Condensed
Statements of Operations and Comprehensive Loss (Unaudited)
(In
thousands, except per share data)
| | |
Three Months Ended
September 30, | | |
Nine Months Ended
September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Revenue | |
$ | 1,432 | | |
$ | 1,173 | | |
$ | 4,090 | | |
$ | 2,463 | |
| Cost of sales | |
| 482 | | |
| 400 | | |
| 1,381 | | |
| 1,122 | |
| Gross Profit | |
| 950 | | |
| 773 | | |
| 2,709 | | |
| 1,341 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating Expenses | |
| | | |
| | | |
| | | |
| | |
| Research and development | |
| 804 | | |
| 428 | | |
| 2,234 | | |
| 1,622 | |
| Sales and marketing | |
| 1,714 | | |
| 1,538 | | |
| 5,441 | | |
| 4,304 | |
| General and administrative | |
| 1,517 | | |
| 2,199 | | |
| 4,753 | | |
| 5,341 | |
| Total Operating Expenses | |
| 4,035 | | |
| 4,165 | | |
| 12,428 | | |
| 11,267 | |
| | |
| | | |
| | | |
| | | |
| | |
| Loss from Operations | |
| (3,085 | ) | |
| (3,392 | ) | |
| (9,719 | ) | |
| (9,926 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other Income (Expense) | |
| | | |
| | | |
| | | |
| | |
| Gain on investments | |
| 43 | | |
| 53 | | |
| 92 | | |
| 202 | |
| Interest expense | |
| (719 | ) | |
| — | | |
| (1,747 | ) | |
| — | |
| Other income (expense), net | |
| (2,878 | ) | |
| — | | |
| (2,791 | ) | |
| — | |
| Total Other (Expense) Income, net | |
| (3,554 | ) | |
| 53 | | |
| (4,446 | ) | |
| 202 | |
| Net Loss and Comprehensive Loss | |
$ | (6,639 | ) | |
$ | (3,339 | ) | |
$ | (14,165 | ) | |
$ | (9,724 | ) |
| Net Loss Per Share of Common Stock | |
| | | |
| | | |
| | | |
| | |
| Basic and diluted | |
$ | (5.39 | ) | |
$ | (14.17 | ) | |
$ | (22.48 | ) | |
$ | (51.72 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted-Average Shares of Common Stock Outstanding | |
| | | |
| | | |
| | | |
| | |
| Basic and diluted | |
| 1,231 | | |
| 236 | | |
| 630 | | |
| 188 | |