{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-26-028569","form_type":"8-K","ticker":"TNON","cik":"0001560293","company_name":"Tenon Medical, Inc.","filed_at":"2026-03-17T23:59:59+00:00","discovered_at":"2026-05-14T18:02:35.432572+00:00","generated_at":"2026-05-15T10:25:09.164344+00:00","sec_items":["1.01","3.02","8.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Tenon Medical closes $4.3M private placement of senior convertible notes","bullets":["Aggregate gross proceeds of $4.3M from senior convertible promissory notes with 20% original issue discount.","Notes mature September 11, 2026 (extendable to December 11, 2026); conversion at 80% of 3-day VWAP after six months.","Net proceeds for commercial expansion, product development, clinical studies, and working capital.","WallachBeth Capital acted as placement agent; notes unregistered under Regulation D.","If maturity extended, principal increases 5%; prepayment at 102.5% plus 15% of net proceeds from future financings."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-028569","json":"https://secwatch.observer/filing/0001213900-26-028569.json","markdown":"https://secwatch.observer/filing/0001213900-26-028569.md","text":"https://secwatch.observer/filing/0001213900-26-028569.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1560293/000121390026028569/0001213900-26-028569-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1560293/000121390026028569/ea0281937-8k_tenon.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T10:25:09.164344+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"bc6ad703dd93044fd48853fe826014197a688dc5","claim":"Tenon Medical, Inc. entered into Purchase Agreements with certain accredited investors valued at $4.3 million (effective 2026-03-11).","evidence_excerpt":"On March 11, 2026, Tenon Medical, Inc., a Delaware corporation (the “Company”), entered into securities purchase agreements (the “Purchase Agreements”) with certain accredited investors (the “Purchasers”) pursuant to which the Company agreed to issue and sell in a private placement an aggregate principal amount of $4.3 million 20% Original Issue Discount Senior Convertible Promissory Notes (the “Notes”) for aggregate gross proceeds of approximately $4.3 million before deducting fees and expenses of the placement agent.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1560293/000121390026028569/0001213900-26-028569-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"certain accredited investors"},{"label":"Value","value":"$4.3 million"},{"label":"Effective","value":"2026-03-11"}]}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}