NPCE

EX-99

2 exhibit991_q12026earningsr.htm

EX-99.1

Document

NeuroPace Reports First Quarter 2026 Financial Results and Raises 2026 Revenue Guidance

Total revenue of $22.1 million

Raises full year 2026 guidance to $99 million to $101 million, up from $98 million to $100 million previously

Assumes 21% to 23% growth in core RNS® revenue from existing indications, excluding any contribution from idiopathic generalized epilepsy (IGE) indication expansion

Continues to expect IGE contribution following potential NAUTILUS PMA-Supplement (PMA-S) approval in mid-2026

Mountain View, Calif. – May 12, 2026 – NeuroPace, Inc. (Nasdaq: NPCE), a medical device company focused on transforming the lives of people living with epilepsy, today reported financial results for the first quarter ended March 31, 2026, and provided a corporate update.

First Quarter 2026 Highlights

•Total revenue of $22.1 million in the quarter. Excluding DIXI Medical, total revenue of $22.0 million representing 20.1% year over year growth

•RNS System revenue of $21.7 million in the quarter, representing 19.5% year over year growth

•GAAP net loss in the first quarter of 2026 was ($6.7) million compared to ($6.6) million in the first quarter of 2025

•Adjusted EBITDA loss, excluding DIXI Medical, of ($3.3) million for the first quarter of 2026, an improvement of $0.8 million compared to a loss of ($4.1) million in the first quarter of 2025

•Completed the FDA mid-cycle review meeting for the NAUTILUS PMA supplement, consistent with the expected regulatory timeline

•Reached new all-time highs in active prescribers, accounts and patient pipeline

“First quarter results reflect continued execution against the strategic priorities we outlined earlier this year,” said Joel Becker, Chief Executive Officer of NeuroPace. “We remain focused on driving disciplined growth in our core RNS business, advancing our product roadmap, and progressing toward potential indication expansion, all while strengthening the operational foundation of the Company. We continue to progress NAUTILUS through the regulatory review process and remain encouraged by the totality of the dataset supporting the IGE indication expansion.”

First Quarter 2026 Financial Results

Non-GAAP revenue in the first quarter of 2026 grew 20.1% to $22.0 million, compared with $18.3 million in the first quarter of 2025. The Company’s revenue growth was primarily driven by increased sales of the RNS System which totaled $21.7 million in the first quarter of 2026, representing growth of 19.5% compared to the first quarter of 2025. On a GAAP basis, total revenue of $22.1 million included $0.1 million of revenue attributable to DIXI Medical.

Beginning this quarter, the Company reports gross margin and operating expenses on a non-GAAP basis, excluding DIXI Medical and stock-based compensation, for each respective line item. This presentation is intended to provide greater transparency into the underlying operating performance of the business, enhance visibility into operating leverage, and improve comparability across periods. Total stock-based compensation by line item, along with reconciliations to the most directly comparable GAAP measures, are included at the end of this press release.

Non-GAAP gross margin for the first quarter of 2026 was 82.5%, compared with 83.6% in the first quarter of 2025 which included a one-time benefit of 120 basis points from an inventory revaluation. The underlying year-over-year improvement, absent one-time items, is primarily due to improved manufacturing efficiency and increasing average selling price resulting from strong pricing conversion. Total GAAP gross margin in the first quarter of 2026 was 81.8%.

Non-GAAP operating expenses in the first quarter of 2026 were $21.5 million, compared with $19.4 million in the first quarter of 2025. GAAP operating expenses in the first quarter of 2026 were $23.6 million.

Non-GAAP sales and marketing expense, excluding DIXI Medical, in the first quarter of 2026 was $11.0 million, compared with $9.6 million in the first quarter of 2025. The year-over-year increase was largely due to personnel-related expenses associated with ongoing scaling of commercial activities, investment in direct-to-consumer marketing and other sales-related expenses.

Non-GAAP research and development expense in the first quarter of 2026 was $6.5 million, compared with $6.6 million in the first quarter of 2025. The year-over-year decrease was primarily driven by lower clinical study expense partially offset by an increase in personnel-related expenses associated with the development of a next-generation platform and AI-enabled tools.

Non-GAAP general and administrative expense in the first quarter of 2026 was $4.0 million compared with $3.3 million in the first quarter of 2025. This increase was primarily due to an increase in personnel-related expenses.

Non-GAAP loss from operations was ($3.3) million in the first quarter of 2026, compared with loss

npce-202603030001528287false00015282872025-03-042025-03-04

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): March 3, 2026

NEUROPACE, INC.

(Exact name of registrant as specified in its charter)

Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-3550230 (IRS Employer Identification No.)

455 N. Bernardo Avenue Mountain View, CA (Address of principal executive offices) 94043 (Zip Code)

(650) 237-2700 Registrant's telephone number, including area code

Not Applicable (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 (see General Instructions A.2. below):

☐    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:

Title of each classTrading Symbol(s)Name of each exchange on which registered Common Stock, $0.001 par value per shareNPCEThe Nasdaq Stock Market LLC

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

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 2.02    Results of Operations and Financial Condition.

On March 3, 2026, NeuroPace, Inc. issued a press release announcing its financial results for the fiscal quarter and full year ended December 31, 2025. A copy of the press release dated March 3, 2026, is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The foregoing information (including the exhibit hereto) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit No.Description 99.1 Press release dated March 3, 2026 104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

NeuroPace, Inc.

Dated: March 3, 2026By:/s/ Patrick F. Williams Patrick F. Williams Chief Financial Officer

npce-202511040001528287false00015282872025-11-042025-11-04

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): November 4, 2025

NEUROPACE, INC.

(Exact name of registrant as specified in its charter)

Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-3550230 (IRS Employer Identification No.)

455 N. Bernardo Avenue Mountain View, CA (Address of principal executive offices) 94043 (Zip Code)

(650) 237-2700 Registrant's telephone number, including area code

Not Applicable (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 (see General Instructions A.2. below):

☐    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:

Title of each classTrading Symbol(s)Name of each exchange on which registered Common Stock, $0.001 par value per shareNPCEThe Nasdaq Stock Market LLC

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

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 2.02    Results of Operations and Financial Condition.

On November 4, 2025, the Company issued a press release announcing its financial results for the fiscal quarter ended September 30, 2025. A copy of the press release, dated November 4, 2025, is furnished hereto as Exhibit 99.1 and is incorporated herein by reference.

The foregoing information in this Item 2.02 (including the exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit No.Description 99.1 Press Release, dated November 4, 2025 104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

NeuroPace, Inc.

Dated: November 4, 2025By:/s/ Patrick Williams Patrick Williams Chief Financial Officer