12/19/2025 | Press release | Distributed by Public on 12/19/2025 16:38
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units(2) | (3) | 11/05/2024 | A | 6,250 | (2) | (4) | Common Stock | 6,250 | $ 0 | 6,250 | D | ||||
| Restricted Stock Units(1) | (3) | 09/03/2025 | M | 2,083 | (1) | (4) | Common Stock | 2,083 | $ 0 | 4,167 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Williamson Kevin 104 COOPER COURT LOS GATOS, CA 95032 |
X | Chief Financial Officer | ||
| /s/ Kevin Williamson | 12/19/2025 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Represents conversion of 2,083 restricted stock units ("RSUs") into 2,083 shares of common stock of the Issuer on September 3, 2025. |
| (2) | Represents a grant of 6,250 RSUs of the Issuer pursuant to Tenon Medical, Inc. 2022 Equity Incentive Plan, as amended. Each RSU will vest and automatically convert into shares of common stock of the Issuer (on one-for-one basis) as follows: 2,083 RSUs on September 3, 2025; 1,041 RSUs on each of March 3, 2026, September 3, 2026, and March 3, 2027; and 1,044 on September 3, 2027. |
| (3) | Each RSU represents a contingent right to receive one share of common stock of the Issuer. |
| (4) | N/A |