Tenax Therapeutics, Inc 8-K, filed Jun 1, 2021

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 28, 2021

Tenax Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

ONE Copley Parkway, Suite 490

Morrisville, NC 27560

(Address of principal executive offices) (Zip Code)

919-855-2100

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.02

Termination of a Material Definitive Agreement.

On May 28, 2021, Tenax Therapeutics, Inc. (the “Company”) received notice from the U.S. Small Business Administration (“SBA”) that the SBA had remitted $244,657.00 in principal and $2,575.69 in interest to First Horizon Bank (“FHB”), the lender to the Company under the Paycheck Protection Program (“PPP”) as described below, in full forgiveness of the Company’s PPP loan (the “PPP Loan”) pursuant to the Company’s application to the SBA for forgiveness of the PPP Loan.

On April 28, 2020, the Company entered into the PPP Loan under the PPP and received loan proceeds of $244,657.00. The PPP, established as part of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), provided for loans to qualifying companies and is administered by the SBA. Under Section 1106 of the CARES Act, the SBA was given the authority to forgive loans provided the loan proceeds were used for payroll and related payroll costs and any payments of mortgage interest, rent and utilities. The Company applied for debt forgiveness in January 2021.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.