SCHEDULE: Venrock Entities Hold 4.7% Stake in Tenax Therapeutics

Sentiment:

Schedule 13G Amendment


Venrock Healthcare Capital Partners III, L.P. and affiliated entities report a beneficial ownership of 4.7% of Tenax Therapeutics, Inc. common stock, primarily through warrants.

Summary

  • The filing is an amendment to a Schedule 13G, indicating a change in beneficial ownership of Tenax Therapeutics, Inc. common stock.
  • The reporting persons, collectively referred to as the 'Reporting Persons', are Venrock Healthcare Capital Partners III, L.P. (VHCP III), VHCP Co-Investment Holdings III, LLC, Venrock Healthcare Capital Partners EG, L.P. (VHCP EG), VHCP Management III, LLC, VHCP Management EG, LLC, Nimish Shah, and Bong Koh.
  • As of June 30, 2026, the Reporting Persons collectively beneficially own 1,574,892 shares of Tenax Therapeutics, Inc. common stock, representing 4.7% of the class.
  • This ownership is primarily derived from pre-funded warrants and common warrants held by VHCP III, VHCP Co-Investment III, and VHCP EG.
  • VHCP Management III manages VHCP III and VHCP Co-Investment III, while VHCP Management EG manages VHCP EG. Nimish Shah and Bong Koh are the voting members of the management entities.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this filing as neutral to slightly positive, reflecting a significant but not controlling stake in Tenax Therapeutics, Inc. by Venrock Healthcare Capital Partners and its affiliates.

Positives

  • The reporting persons have a significant stake (4.7%) in Tenax Therapeutics, Inc., indicating investor confidence.
  • The ownership is structured through various investment vehicles and managed by experienced entities.
  • The filing clarifies the beneficial ownership structure and the nature of the securities held (warrants).

Negatives

  • The ownership stake of 4.7% does not represent a controlling interest.
  • The filing is an amendment, suggesting a prior change or update in ownership that necessitated this filing.

Risks

  • The value of the investment is tied to the performance of Tenax Therapeutics, Inc., which is subject to inherent risks in the biotechnology sector.
  • The ownership is primarily in the form of warrants, which have an exercise price and expiration, and their value is contingent on the stock price.

Future Outlook

The filing itself does not contain forward-looking statements or guidance from Tenax Therapeutics, Inc. It solely reports on the beneficial ownership of the Reporting Persons.

Management Comments

  • The Reporting Persons certify that the securities were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer, nor in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under Rule 240.14a-11.

Industry Context

StockSavvy.ai notes that this filing is typical for investment firms acquiring a significant, but not controlling, stake in a publicly traded company, often through warrants. The healthcare and biotechnology sector frequently sees such investment structures.

Stakeholder Impact

  • Shareholders: The filing provides transparency regarding a significant ownership block, which can influence market perception.
  • Management of Tenax Therapeutics: Awareness of substantial warrant holders is important for strategic planning and potential future capital needs.
  • Investors: This filing provides data for investors analyzing the ownership structure and potential influence on the company.

Next Steps

  • The Reporting Persons will continue to monitor their investment in Tenax Therapeutics, Inc.
  • Further filings may be required if beneficial ownership changes significantly.

Key Dates

DateDescription
06/30/2026Date of event which requires filing of this statement (Reporting Persons' beneficial ownership as of this date).
07/31/2026Date Tenax Therapeutics, Inc. filed its Quarterly Report on Form 10-Q, which reported 31,949,785 shares of common stock outstanding.
08/14/2026Date of certification and signature for the Schedule 13G filing.
08/19/2024Date of incorporation by reference for Powers of Attorney for Nimish Shah and Bong Koh.
05/15/2025Date of incorporation by reference for Joint Filing Agreement.

Keywords

Tenax Therapeutics, Schedule 13G, Venrock Healthcare Capital Partners, Beneficial Ownership, Warrants, Investment, SEC Filing, Amendment

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