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Tenon Medical, Inc. reported equity compensation activity by CEO and President Steven M. Foster140,936 Restricted Stock Units (RSUs) that were granted on October 13, 2025 converted into 140,936 shares of common stock, with each RSU representing a contingent right to one share.
In a related transaction on August 3, 2026, 41,788 shares of common stock were disposed of at $0.198 per share. Footnote disclosure states these shares were sold to pay the tax liability associated with the vesting of the RSUs, indicating a tax-withholding disposition rather than an open-market portfolio trade.
Tenon Medical, Inc. reported results of its 2026 Annual Meeting of Stockholders, where holders of 6,471,472 shares of voting stock, representing 52.98% of votes, were present, establishing a quorum. As of the June 8, 2026 record date, voting power included 11,849,674 common shares, 204,159 Series A preferred shares representing 255,184 votes, and 86,454 Series B preferred shares representing 108,074 votes.
Stockholders elected all director nominees—Richard Ferrari, Steven Foster, Richard Ginn, Stephen Hochschuler, MD, Ivan Howard, Kristine Jacques, and Robert Weigle—to serve until the company’s 2026 annual meeting of stockholders. They also approved the auditor appointment, a Reverse Stock Split Proposal, a Debt Financing Proposal, a Future Financing Proposal, and an adjournment proposal, each by a majority of shares represented and entitled to vote.
Tenon Medical, Inc. reported that Nasdaq has notified the company it has regained compliance with the continued listing requirement to maintain at least $2.5 million in stockholders’ equity under Nasdaq Listing Rule 5550(b)(1), known as the Stockholders’ Equity Rule.
Nasdaq’s July 17, 2026 notice was based on Tenon’s July 10, 2026 report stating that the company met this rule following completion of a $4.2 million public offering of common stock and warrants on July 1, 2026. Tenon also notes that if it does not demonstrate compliance when it files its Form 10-Q for the quarter ending September 30, 2026, its common stock may be subject to delisting from Nasdaq, with any such decision subject to appeal.
Tenon Medical, Inc. reports that, following a public offering completed on July 1, 2026 that raised $4.2 million from sales of common stock and warrants, it believes it now satisfies Nasdaq’s minimum stockholders’ equity requirement for continued listing on The Nasdaq Capital Market as of July 10, 2026. Nasdaq will continue to monitor compliance and may delist the company if its Quarterly Report on Form 10‑Q for the period ending September 30, 2026 does not show compliance with this stockholders’ equity standard. The company also includes a cautionary statement highlighting that its expectations about ongoing compliance involve forward‑looking statements subject to risks and uncertainties.
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.
Tenon Medical, Inc. completed a best efforts public offering of common stock, pre-funded warrants and common stock purchase warrants, raising gross proceeds of about $4.2 million at a combined public offering price of $0.38 per share (inclusive of the $0.001 pre-funded warrant exercise price).
The offering covered up to 11,052,631 shares of common stock (or pre-funded warrants in lieu) and 13,263,159 common warrants, each warrant initially exercisable at $0.38 per share. Tenon plans to use net proceeds to partially repay outstanding convertible notes and fund commercial expansion, research and development, clinical studies, inventory, and general corporate purposes.
WallachBeth Capital LLC acted as sole placement agent, earning a 6.5% cash fee and a 1% expense allowance on gross proceeds, plus warrants to purchase 331,579 shares. The company agreed to short-term restrictions on additional equity issuance and variable-rate transactions, and its executives and directors entered 60-day lock-up agreements.
Tenon Medical, Inc. is offering up to 1,812,987 shares of common stock, pre-funded warrants to purchase 4,000,000 shares, and common warrants to purchase up to 6,975,584 shares, together with the related underlying shares. The assumed combined public offering price is $0.6021 per share and accompanying warrants, implying gross proceeds of up to $3.5 million and estimated net proceeds of about $2.97 million if fully sold.
The company plans to use the cash primarily to partially repay convertible notes, expand commercialization of its Catamaran and SImmetry+ sacroiliac joint fusion systems, hire additional sales representatives, grow its distribution network, fund clinical studies and R&D, increase inventory and instrumentation capacity, and for working capital and general corporate purposes. The deal is a reasonable best efforts offering with no minimum, led by WallachBeth Capital as placement agent, and includes five-year common warrants and pre-funded warrants with a $0.001 exercise price subject to beneficial ownership limits.
Tenon Medical, Inc. is asking stockholders to vote at its 2026 virtual annual meeting on July 23, 2026. The proxy covers election of seven directors, ratification of Haskell & White LLP as auditor, and a reverse stock split at a ratio between 1-for-2 and 1-for-35.
Stockholders are also asked to approve Nasdaq Listing Rule 5635(d)-related items, including shares issuable under March 11, 2026 debt financing and potential future financings below the “Minimum Price,” plus authority to adjourn the meeting if needed. Common and preferred holders vote together, with Series A and B preferred carrying 1.25 votes per share.
Tenon Medical, Inc. is filing a Form S-1 for a primary offering of up to 1,812,987 shares of common stock, pre-funded warrants for up to 4,000,000 shares, and common warrants initially exercisable for up to 6,975,584 shares, plus the underlying shares. The units are priced off an assumed combined offering price of $0.6021 per share and accompanying warrant, matching the June 17, 2026 Nasdaq close. Common warrants have a five-year term, while pre-funded warrants are exercisable at $0.0001 per share with no expiry until fully exercised. Estimated gross proceeds are $3.5 million and net proceeds of about $2.97 million are earmarked for partial repayment of convertible notes, commercial expansion, research, inventory, marketing, working capital and general corporate purposes. The company highlights significant immediate and potential future dilution and notes ongoing challenges maintaining Nasdaq listing standards.