---
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"
generated_at: "2026-06-30T06:43:34.083687+00:00"
event_type: "leadership"
sentiment: "neutral"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# Tenax CEO retires; $10M PIPE priced at $2.095/unit with warrants for 9.5M shares

## Summary
- 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.

## SEC filing metadata
- 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
- event_type: leadership
- sentiment: neutral
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 3.02, 5.02, 7.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001654954-21-007745
- JSON: https://secwatch.observer/filing/0001654954-21-007745.json
- Plain text: https://secwatch.observer/filing/0001654954-21-007745.txt

## Key facts
- Executive change
  Anthony A. DiTonno retired as Chief Executive Officer at TENAX THERAPEUTICS, INC..
  - Action: retired
  - Role: Chief Executive Officer
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/34956/000165495421007745/0001654954-21-007745-index.htm
- Executive change
  Christopher T. Giordano was appointed as Chief Executive Officer at TENAX THERAPEUTICS, INC..
  - Action: appointed
  - Role: Chief Executive Officer
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/34956/000165495421007745/0001654954-21-007745-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
