Stuart Rich - Dec 10, 2024 Form 4 Insider Report for TENAX THERAPEUTICS, INC. (TENX)

Role
Chief Medical Officer, Director
Signature
/s/ S. Halle Vakani, as Attorney-in-Fact
Stock symbol
TENX
Transactions as of
Dec 10, 2024
Transactions value $
$0
Form type
4
Date filed
12/12/2024, 08:09 PM
Previous filing
May 21, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding TENX Common Stock 266 Dec 10, 2024 Direct
holding TENX Common Stock 1.19K Dec 10, 2024 By Stuart Rich 2022 Irrevocable Trust F1
holding TENX Common Stock 1.19K Dec 10, 2024 By Andrea Rich 2021 Irrevocable Trust 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 Stock Option (right to buy) Award $0 +500K $0.00 500K Dec 10, 2024 Common Stock 500K $5.94 Direct
holding TENX Stock Option (right to buy) 157 Dec 10, 2024 Common Stock 157 $2,848.00 Direct F3
holding TENX Stock Option (right to buy) 63 Dec 10, 2024 Common Stock 63 $992.00 Direct F4
holding TENX Stock Option (right to buy) 119 Dec 10, 2024 Common Stock 119 $3.55 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Person is special asset advisor to the Stuart Rich 2022 Irrevocable Trust, a Spousal Lifetime Access Trust (the "Trust"). As such, the Reporting Person has voting and dispositive power over the reported securities held in the Trust, however disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
F2 The Reporting Person is co-trustee of the Andrea Rich 2021 Irrevocable Trust and disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F3 The options vest and become exercisable in four equal installments, with 25% vesting after the start of a Phase 3 clinical trial, 25% vesting after the database lock with respect to the trial, 25% vesting after the opening of an Investigational New Drug Application with the U.S. Food and Drug Administration ("FDA"), and 25% vesting after the approval from the FDA, subject to the Reporting Person's continued employment.
F4 The options vest and become exercisable as follows: 25% of the underlying shares of common stock vest and become exercisable on each of June 9, 2023, June 9, 2024, June 9, 2025, and June 9, 2026, subject to the Reporting Person's continued employment.
F5 The options vest and become exercisable as follows: 25% of the underlying shares of common stock vest and become exercisable on each of May 17, 2025, May 17, 2026, May 17, 2027 and May 17, 2028, subject to the Reporting Person's continued employment.