Tenon Medical, Inc. reporting persons Mitchell P. Kopin, Daniel B. Asher and Intracoastal Capital LLC state joint beneficial ownership calculations tied to a Securities Purchase Agreement executed June 29, 2026. Immediately after the SPA closing the reporting persons may be deemed to own 789,473 shares (about 6.2% on the stated basis). As of the close of business on July 6, 2026, each reporting person may be deemed to beneficially own 912,600 shares (about 4.99%) issuable upon exercise of Intracoastal Warrant 1; certain warrant exercises are limited by a 4.99% blocker provision.
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Insights
Joint filing quantifies potential 4.99% holdings after SPA and identifies blocker provisions on warrants.
The joint filing reports that the Reporting Persons may be deemed to beneficially own 789,473 shares immediately following the SPA closing (stated as ~6.2% on the filing’s basis) and 912,600 shares as of July 6, 2026 (stated as 4.99%), using the issuer’s disclosed outstanding share counts. The filing explicitly describes two warrants — one for 947,368 shares and another for 111,250 shares — that contain a blocker provision preventing exercise to the extent it would exceed a 4.99% ownership threshold.
These details clarify the mechanics limiting immediate dilution from warrant exercises and the post-transaction ownership math. Subsequent SEC filings or issuer disclosures may update outstanding share counts or warrant terms; the joint filing ties its percentages to the issuer’s disclosed figures (including 11,849,674 shares outstanding as of June 17, 2026).
Key Figures
Shares outstanding used in calculation:11,849,674 sharesShares potentially issued at SPA closing:789,473 sharesShares issuable under Intracoastal Warrant 1 (excluded in part):947,368 shares+3 more
6 metrics
Shares outstanding used in calculation11,849,674 sharesas of June 17, 2026
Shares potentially issued at SPA closing789,473 sharesto be issued to Intracoastal at the SPA closing (used in a 6.2% calculation)
Shares issuable under Intracoastal Warrant 1 (excluded in part)947,368 sharesissuable upon exercise of Intracoastal Warrant 1 (subject to blocker)
Shares issuable under Intracoastal Warrant 2111,250 sharesissuable upon exercise of Intracoastal Warrant 2 (subject to blocker)
Shares treated as beneficial ownership on July 6, 2026912,600 sharesissuable upon exercise of Intracoastal Warrant 1, cited as ~4.99%
Percent of class cited4.99 %percent of common stock as stated in the filing (July 6, 2026 calculation)
Key Terms
blocker provision, Securities Purchase Agreement, Form 424B4 prospectus, beneficial ownership
4 terms
blocker provisionregulatory
"Intracoastal Warrant 1 contains a blocker provision under which the holder...more than 4.99% of the Common Stock"
Securities Purchase Agreementregulatory
"Immediately following the execution of the Securities Purchase Agreement with the Issuer on June 29, 2026 (the "SPA")"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
Form 424B4 prospectusregulatory
"as disclosed in the Form 424B4 prospectus filed by the Issuer...on June 30, 2026"
beneficial ownershipfinancial
"each of the Reporting Persons may have been deemed to have beneficial ownership of 789,473 shares"
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.
What percent of Tenon Medical (TNON) do the reporting persons claim as beneficial ownership?
They state beneficial ownership of approximately 4.99% as of July 6, 2026, based on issuer figures and shares issuable upon exercise of Intracoastal Warrant 1. The filing ties percentages to specific outstanding-share counts disclosed by the issuer.
How many shares underlie the reported 4.99% stake in the filing?
The filing shows 912,600 shares issuable upon exercise of Intracoastal Warrant 1, which the reporting persons cite as representing approximately 4.99% on the filing’s stated basis that includes certain post-closing issuances.
What blocker provisions affect warrant exercises disclosed in the filing?
Both Intracoastal warrants include a blocker provision preventing exercise to the extent it would cause beneficial ownership to exceed 4.99%. The filing quantifies excluded exercises tied to that blocker provision.
What issuer share counts does the filing use to calculate percentages?
The filing references 11,849,674 shares outstanding as of June 17, 2026 and post-closing issued shares (e.g., 5,526,315 aggregate in one cited calculation) as anchors for the ownership percentages stated.
Do the reporting persons individually hold the same number of shares?
The joint filing treats the three Reporting Persons collectively and states each may be deemed to beneficially own the same calculated amounts (e.g., 912,600 shares), reflecting shared voting and dispositive power disclosed in the schedule.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Tenon Medical, Inc.
(Name of Issuer)
Common stock, par value $0.001 per share
(Title of Class of Securities)
88066N303
(CUSIP Number)
06/29/2026
(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):
88066N303
1
Names of Reporting Persons
Mitchell P. Kopin
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
912,600.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
912,600.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
912,600.00
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)
4.99 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
CUSIP Number(s):
88066N303
1
Names of Reporting Persons
Daniel B. Asher
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
912,600.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
912,600.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
912,600.00
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)
4.99 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
CUSIP Number(s):
88066N303
1
Names of Reporting Persons
Intracoastal Capital 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
912,600.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
912,600.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
912,600.00
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)
4.99 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Tenon Medical, Inc.
(b)
Address of issuer's principal executive offices:
104 Cooper Court, Los Gatos, CA 95032
Item 2.
(a)
Name of person filing:
This Schedule 13G is being filed on behalf of (i) Mitchell P. Kopin, an individual ("Mr. Kopin"), (ii) Daniel B. Asher, an individual ("Mr. Asher") and (iii) Intracoastal Capital LLC, a Delaware limited liability company ("Intracoastal" and together with Mr. Kopin and Mr. Asher, collectively the "Reporting Persons").
(b)
Address or principal business office or, if none, residence:
The principal business office of Mr. Kopin and Intracoastal is 245 Palm Trail, Delray Beach, Florida 33483. The principal business office of Mr. Asher is 1011 Lake Street, Suite 311, Oak Park, Illinois 60301.
(c)
Citizenship:
Mr. Kopin is a citizen of the United States of America. Mr. Asher is a citizen of the United States of America. Intracoastal is a Delaware limited liability company.
(d)
Title of class of securities:
Common stock, par value $0.001 per share
(e)
CUSIP Number(s):
88066N303
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:
(i) Immediately following the execution of the Securities Purchase Agreement with the Issuer on June 29, 2026 (the "SPA") (as disclosed in the Form 424B4 prospectus filed by the Issuer with the Securities and Exchange Commission on June 30, 2026), each of the Reporting Persons may have been deemed to have beneficial ownership of 789,473 shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA, and all such shares of Common Stock represent beneficial ownership of approximately 6.2% of the Common Stock, based on (1) 11,849,674 shares of Common Stock outstanding as of June 17, 2026, as reported by the Issuer, plus (2) 789,473 shares of Common Stock to be issued to Intracoastal at the closing of the transaction contemplated by the SPA. The foregoing excludes (I) 947,368 shares of Common Stock issuable upon exercise of a warrant to be issued to Intracoastal at the closing of the transaction contemplated by the SPA ("Intracoastal Warrant 1") because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock and (II) 111,250 shares of Common Stock issuable upon exercise of a warrant held by Intracoastal ("Intracoastal Warrant 2") because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,848,091 shares of Common Stock.
(ii) As of the close of business on July 6, 2026, each of the Reporting Persons may have been deemed to have beneficial ownership of 912,600 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1, and all such shares of Common Stock represent beneficial ownership of approximately 4.99% of the Common Stock, based on (1) 11,849,674 shares of Common Stock outstanding as of June 17, 2026, as reported by the Issuer, plus (2) 5,526,315 shares of Common Stock in the aggregate issued at the closing of the transaction contemplated by the SPA and (3) 912,600 shares of Common Stock issuable upon exercise of Intracoastal Warrant 1. The foregoing excludes (I) 34,768 shares of Common Stock issuable upon exercise Intracoastal Warrant 1 because Intracoastal Warrant 1 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 1 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock and (II) 111,250 shares of Common Stock issuable upon exercise of Intracoastal Warrant 2 because Intracoastal Warrant 2 contains a blocker provision under which the holder thereof does not have the right to exercise Intracoastal Warrant 2 to the extent (but only to the extent) that such exercise would result in beneficial ownership by the holder thereof, together with the holder's affiliates, and any other persons acting as a group together with the holder or any of the holder's affiliates, of more than 4.99% of the Common Stock. Without such blocker provisions, each of the Reporting Persons may have been deemed to have beneficial ownership of 1,058,618 shares of Common Stock.
(b)
Percent of class:
4.99 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
912,600
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
912,600
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.
