{"url_path":"/sec/tnon/8-k/2026-06-11/item-5-03","section_key":"item-5-03","section_title":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-11","source_url":"https://www.sec.gov/Archives/edgar/data/1560293/0001213900-26-067819-index.html","accession_number":"0001213900-26-067819","cik":"0001560293","ticker":"TNON","issuer_name":"Tenon Medical, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1560293/0001213900-26-067819-index.html","primary_entity_key":"0001560293","primary_entity_name":"Tenon Medical, Inc."},"word_count":226,"has_tables":true,"body_markdown":"** **\n\n \n\n**** \n\n \n\n \n\n  \n\n**Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change\nin Fiscal Year.**\n\n \n\nOn June 10, 2026, the Board of Directors (the\n“Board”) of Tenon Medical, Inc. (the “Company’) approved and adopted Amendment No.1 (the “Amendment”)\nto the Bylaws of the Company (“Bylaws”), effective as of such date. The Amendment amends and restates in their entirety Sections\n1.5 and 1.8 of Article I of the Bylaws.\n\n \n\nThe Amendment changes the quorum requirement for\nmeetings of stockholders from a majority to not less than 33 1/3% of the votes which could be cast by the holders of all outstanding shares\nof stock entitled to vote at the meeting, in accordance with Nasdaq Listing Rule 5620. The Amendment also amends the voting provisions\nin Section 1.8 of the Bylaws to provide, among other things, that the holders of shares of stock having not less than a majority of the\nvotes present at a meeting (instead of a majority of all outstanding shares of stock) may determine that the voting at meetings of stockholders\nneeds to be by written ballot and conducted by inspectors of election.\n\n \n\nThe foregoing description of the Amendment does\nnot purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached\nhereto as Exhibit 3.1 and is incorporated herein by reference."}