{"schema_version":"secwatch.filing_event.v1","accession":"0001654954-21-007745","form_type":"8-K","ticker":"TENX","cik":"0000034956","company_name":"TENAX THERAPEUTICS, INC.","filed_at":"2021-07-08T23:59:59+00:00","discovered_at":"2026-05-14T18:04:20.351826+00:00","generated_at":"2026-06-30T06:43:34.083687+00:00","sec_items":["1.01","3.02","5.02","7.01","9.01"],"event_type":"leadership","sentiment":"neutral","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Tenax CEO retires; $10M PIPE priced at $2.095/unit with warrants for 9.5M shares","bullets":["CEO Anthony DiTonno retires July 13, 2021; receives one-year salary severance, pro-rated bonus, and COBRA.","Christopher Giordano appointed CEO and director effective July 14, 2021; base salary $375,000, bonus target 50% of base.","PIPE: 4,773,269 units at $2.095 each; gross proceeds ~$10M; each unit includes a pre-funded warrant ($0.0001) and a 5.5-year warrant ($1.97).","Giordano receives inducement options for 350,000 shares: 250,000 vest over 4 years, 100,000 vest on clinical milestones.","Placement agent H.C. Wainwright gets ~$750,000 cash fee and warrants for 357,995 shares at $2.46."],"urls":{"canonical":"https://secwatch.observer/filing/0001654954-21-007745","json":"https://secwatch.observer/filing/0001654954-21-007745.json","markdown":"https://secwatch.observer/filing/0001654954-21-007745.md","text":"https://secwatch.observer/filing/0001654954-21-007745.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/34956/000165495421007745/0001654954-21-007745-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/34956/000165495421007745/tenx_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-30T06:43:34.083687+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":"0b9c2b7ec1","claim":"Anthony A. DiTonno retired as Chief Executive Officer at TENAX THERAPEUTICS, INC..","evidence_excerpt":"On July 13, 2021, Anthony A. DiTonno will retire as the Chief Executive Officer of the Company and as a member of the Company’s Board of Directors (the “Board”) effective as of July 13, 2021.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/34956/000165495421007745/0001654954-21-007745-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"retired"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"},{"claim_id":"8bee83d149","claim":"Christopher T. Giordano was appointed as Chief Executive Officer at TENAX THERAPEUTICS, INC..","evidence_excerpt":"On July 6, 2021, the Board appointed Christopher T. Giordano as the Company’s Chief Executive Officer and a member of its Board of Directors, effective July 14, 2021.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/34956/000165495421007745/0001654954-21-007745-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Chief Executive Officer"}],"fact_type":"executive_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}