Proehl Gerald T - Aug 8, 2024 Form 4 Insider Report for TENAX THERAPEUTICS, INC. (TENX)

Role
Director
Signature
/s/ S. Halle Vakani, as Attorney-in-Fact
Stock symbol
TENX
Transactions as of
Aug 8, 2024
Transactions value $
$0
Form type
4
Date filed
8/8/2024, 07:43 PM
Previous filing
Jan 5, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TENX Common Stock Purchase +1.67K +166600% 1.67K Aug 8, 2024 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TENX Pre-Funded Warrant Purchase +31.7K 31.7K Aug 8, 2024 Common Stock 31.7K $0.01 Direct F1, F3
transaction TENX Warrant Purchase +16.7K 16.7K Aug 8, 2024 Common Stock 16.7K $4.50 Direct F1, F4
holding TENX Stock Option (right to buy) 1 Aug 8, 2024 Common Stock 1 $9,968.00 Direct F5
holding TENX Stock Option (right to buy) 1 Aug 8, 2024 Common Stock 1 $1,056.00 Direct F6
holding TENX Stock Option (right to buy) 4 Aug 8, 2024 Common Stock 4 $3,200.00 Direct F7
holding TENX Stock Option (right to buy) 4 Aug 8, 2024 Common Stock 4 $992.00 Direct F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 8, 2024, as part of a private placement of the Issuer's securities, the Reporting Person purchased shares of the Issuer's common stock ("Shares") and a pre-funded warrant to purchase Shares, along with a warrant to purchase Shares, pursuant to the terms of a Securities Purchase Agreement, dated August 6, 2024, by and among the Issuer, Reporting Person and certain other accredited investors. The purchase price for each Share and accompanying warrant (reported in Table II) is $3.00. The purchase price for each pre-funded warrant and accompanying warrant (reported in Table II) is $2.99.
F2 The aggregate number of shares of common stock previously reported as 1,495, but were adjusted to reflect the stock splits that occurred on January 4, 2023 and January 2, 2024.
F3 The pre-funded warrant has no expiration date.
F4 The warrant will expire on the earlier of (i) thirty (30) trading days following the date of the Issuer's initial public announcement of topline data from its Phase 3 LEVEL Study (LEVosimendan to Improve Exercise Limitation in PH-HFpEF Patients) (NCT05983250 ) (the "Topline Data Announcement"); (ii) proportionally upon the exercise of the Reporting Person's pre-funded warrant issued on August 8, 2024, if such exercise is prior to the Topline Data Announcement; and (iii) August 8, 2029.
F5 These options were previously reported as covering 500 shares at an exercise price of $6.23 per share, but were adjusted to reflect the stock splits that occurred on January 4, 2023 and January 2, 2024.
F6 These options were previously reported as covering 500 shares at an exercise price of $0.66 per share, but were adjusted to reflect the stock splits that occurred on January 4, 2023 and January 2, 2024.
F7 These options were previously reported as covering 5,000 shares at an exercise price of $2.00 per share, but were adjusted to reflect the stock splits that occurred on January 4, 2023 and January 2, 2024.
F8 These options were previously reported as covering 5,000 shares at an exercise price of $0.62 per share, but were adjusted to reflect the stock splits that occurred on January 4, 2023 and January 2, 2024.