Основная статистика
| CIK | 1528287 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to NeuroPace, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| August 12, 2025 |
Offer Letter, dated June 5, 2025, by and between the Company and Patrick Williams. Exhibit 10.2 June 5, 2025 Patrick Williams Re: Offer Letter and Employment Agreement Dear Patrick: NeuroPace, Inc. (“NeuroPace” or the “Company”) is pleased to offer you the position of Chief Financial Officer pursuant to the terms set forth in this offer letter agreement (the “Agreement”). The terms of your new position with the Company are as set forth below: 1)Employment by the Company. a)Posit |
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| August 12, 2025 |
NeuroPace Reports Second Quarter 2025 Financial Results and Increases 2025 Revenue Guidance Reported record quarterly revenue of $23. |
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| August 12, 2025 |
Execution Version Exhibit 10.3 CREDIT, SECURITY AND GUARANTY AGREEMENT dated as of June 4, 2025 by and among NEUROPACE, INC., as Borrower and any additional borrower that hereafter becomes party hereto, each as Borrower, and collectively as Borrowers, and any guarantor that hereafter becomes party hereto, each as Guarantor, and collectively as Guarantors, and MIDCAP FUNDING IV TRUST, as Agent, MID |
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| August 12, 2025 |
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): August 12, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-35 |
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| August 12, 2025 |
Separation Agreement, dated June 20, 2025, by and between the Company and Rebecca Kuhn. Exhibit 10.1 June 20, 2025 Rebecca Kuhn Dear Rebecca: This letter (the “Agreement”) sets forth the terms of your separation agreement with NeuroPace, Inc. (the “Company”). 1.Separation. You hereby resign from all positions you hold with the Company, and the Company hereby accepts such resignation, effective June 20, 2025 (the “Separation Date”). 2.Accrued Salary. On the Separation Date, or on a mu |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC. |
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| June 24, 2025 |
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): June 20, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| June 24, 2025 |
EX-99.1 Exhibit 99.1 NeuroPace Announces Strategic CFO Transition Appoints Patrick F. Williams as Chief Financial Officer Williams Brings a Track Record of Leading Medical Device Public Companies as CFO Rebecca Kuhn Departing Company and Will Remain in Advisory Role Mountain View, Calif. – June 24, 2025 – NeuroPace, Inc. (Nasdaq: NPCE), a medical device company focused on transforming the lives of |
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| June 12, 2025 |
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): June 6, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| June 4, 2025 |
NeuroPace Secures Up to $75 Million in Debt Financing Exhibit 99.1 NeuroPace Secures Up to $75 Million in Debt Financing Mountain View, Calif. – June 4, 2025 – NeuroPace, Inc. (Nasdaq: NPCE), a medical device company focused on transforming the lives of people living with epilepsy, today announced that the Company has entered into a new $75 million credit facility with MidCap Financial, consisting of a $60 million term loan and a $15 million revolvin |
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| June 4, 2025 |
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): June 4, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| May 27, 2025 |
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 27, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| May 27, 2025 |
Exhibit 99.1 NeuroPace Announces Preliminary Results from One-Year Data in NAUTILUS Study — NeuroPace has completed the primary endpoint analysis of the one-year data from the first and only clinical study to evaluate neuromodulation therapy for idiopathic generalized epilepsy — Study met the 12-week post-implant primary safety endpoint, demonstrating excellent safety outcomes and confirming favor |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC |
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| May 13, 2025 |
Stock Purchase Agreement, dated February 13, 2025, by and between the Registrant and KCK Ltd. STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”) is entered into as of February 13, 2025, by and between NeuroPace, Inc. |
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| May 13, 2025 |
NeuroPace Reports First Quarter 2025 Financial Results Reported record quarterly revenue of $22. |
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| May 13, 2025 |
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 13, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-35502 |
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| April 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| April 22, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, |
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| April 14, 2025 |
Exhibit 99.1 NeuroPace Provides Update on Tariff Status — Minimal expected impact to operations and financial results — — Company to report first quarter 2025 financial results on May 13, 2025 — Mountain View, Calif. – April 14, 2025 – NeuroPace, Inc. (Nasdaq: NPCE), a medical device company focused on transforming the lives of people living with epilepsy, today provided an update on its exposure |
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| April 14, 2025 |
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): April 14, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| April 2, 2025 |
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 27, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| April 2, 2025 |
Exhibit 99.1 NeuroPace Announces Refocusing of Product Portfolio — Beginning of Wind Down of Stereo EEG (SEEG) Distribution Relationship in Q4 2025 — — Maintaining 2025 Revenue Guidance — — No Change to Long-Range Plan Expectations of Cash Flow Breakeven by the end of 2027 and Achievement of 20%+ Revenue CAGR — Mountain View, Calif. – April 2, 2025 – NeuroPace, Inc. (Nasdaq: NPCE), a medical devic |
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| March 4, 2025 |
, Insider Trading Policy INTRODUCTION This policy determines acceptable transactions in the securities of NeuroPace, Inc. |
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| March 4, 2025 |
NEUROPACE, INC. 2021 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE NeuroPace, Inc. (the “Company”) has awarded to you (the “Participant”) the number of restricted stock units specified and on the terms set forth below in consideration of your services (the “RSU Award”). Your RSU Award is subject to all of the terms and conditions as set forth herein and in the Company’s 2021 Equity Ince |
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| March 4, 2025 |
NeuroPace Reports Fourth Quarter and Full Year 2024 Financial Results Record quarterly revenue of $21. |
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| March 4, 2025 |
Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 NeuroPace, Inc. (“we,” “our,” “us,” or the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): our common stock. The following summary of the terms of our common stock is based upon our am |
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| March 4, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 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) 22-3550 |
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| March 4, 2025 |
Power of Attorney (included on the signature page of this Form S-8). As filed with the U.S. Securities and Exchange Commission on March 4, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NeuroPace, Inc. (Exact name of registrant as specified in its charter) Delaware 22-3550230 (State or other jurisdiction of incorporation or organization) (I.R.S. E |
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| March 4, 2025 |
Non-Employee Director Compensation Policy, as amended as of October 30, 2024. NEUROPACE, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Revised and approved October 30, 2024 Each member of the Board of Directors (the “Board”) of NeuroPace, Inc. (the “Company”) who is a non-employee director of the Company (each such member, a “Non-Employee Director”) will receive the compensation described in this Non-Employee Director Compensation Policy (the “Director Compensation Policy” |
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| March 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40337 NEUROPACE, INC. (Exact nam |
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| March 4, 2025 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-8 (Form Type) NeuroPace, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, $0.001 par |
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| February 20, 2025 |
NeuroPace Completes Repurchase of 5.3 Million Shares of Its Common Stock from KCK Ltd. Exhibit 99.1 NeuroPace Completes Repurchase of 5.3 Million Shares of Its Common Stock from KCK Ltd. Mountain View, Calif. – February 20, 2025 – NeuroPace, Inc. (Nasdaq: NPCE), a medical device company focused on transforming the lives of people living with epilepsy, today announced it has completed the previously announced plan to repurchase 5,270,845 shares of the Company’s common stock from KCK |
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| February 20, 2025 |
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): February 20, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 18, 2025 |
Exhibit 1.1 NeuroPace, Inc. 6,500,000 Shares of Common Stock Underwriting Agreement February 14, 2025 J.P. Morgan Securities LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: NeuroPace, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several u |
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| February 18, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-268243 PROSPECTUS SUPPLEMENT (To Prospectus dated November 22, 2022) 6,500,000 Shares Common Stock We are offering 6,500,000 shares of our common stock. We expect to use $49.5 million of the net proceeds from this offering to repurchase 5,270,845 shares of our common stock owned by KCK Ltd. (“KCK”). After giving effect to this |
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| February 18, 2025 |
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): February 14, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 14, 2025 |
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): February 13, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 14, 2025 |
SUBJECT TO COMPLETION, DATED FEBRUARY 13, 2025 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-268243 The information contained in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus do not constitute an offer to sell these securities and we are not soliciting an offer to buy these securities in |
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| January 28, 2025 |
Regulation FD Disclosure, Results of Operations and Financial Condition 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): January 28, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| January 28, 2025 |
Exhibit 99.1 NeuroPace Issues 2025 Financial Guidance Targets — 2025 revenue guidance of $92 million to $96 million – — 2025 gross margin guidance of 73% to 75% — — Three-year targets of 20% revenue CAGR and achievement of cash flow breakeven – Mountain View, Calif. – January 28, 2025 – NeuroPace, Inc. (Nasdaq: NPCE), a medical device company focused on transforming the lives of people living with |
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| January 15, 2025 |
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): January 15, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| January 8, 2025 |
Exhibit 99.1 NeuroPace Announces Preliminary Unaudited Revenue for Fourth Quarter and Full Year 2024 and Provides Business Updates Preliminary unaudited revenue expected to be between $21.0 million and $21.5 million for Q4 2024, and between $79.4 million and $79.9 million for full year 2024 Scott Huennekens Appointed to NeuroPace Board of Directors effective January 6th Management presenting at th |
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| January 8, 2025 |
Results of Operations and Financial Condition 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): January 6, 2025 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| November 14, 2024 |
NPCE / NeuroPace, Inc. / ORBIMED ADVISORS LLC - AMENDMENT NO. 4 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 14, 2024 |
SC 13G/A 1 ea0221047-13ga4soleus1neuro.htm AMENDMENT NO. 4 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* NEUROPACE, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 641288105 (CUSIP Number) September 30, 2024 (Date of Event Which Requires |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, |
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| November 12, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 12, 2024 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22- |
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| November 12, 2024 |
NeuroPace Reports Third Quarter 2024 Financial Results and Increases 2024 Revenue Guidance Grew revenue 28% year-over-year to $21. |
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| October 3, 2024 |
NPCE / NeuroPace, Inc. / KCK LTD. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* NeuroPace, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 641288105 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| August 13, 2024 |
NeuroPace Reports Second Quarter 2024 Financial Results and Increases 2024 Revenue Guidance Revenue grew to $19. |
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| August 13, 2024 |
THIRD AMENDMENT TO TERM LOAN AGREEMENT THIS THIRD AMENDMENT TO TERM LOAN AGREEMENT (this “Agreement”), dated as of May 2, 2024, is entered into among NEUROPACE, INC. |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC. |
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| August 13, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 13, 2024 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-35 |
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| June 10, 2024 |
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): June 7, 2024 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Numbe |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC |
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| May 8, 2024 |
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 2, 2024 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-355023 |
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| May 8, 2024 |
NeuroPace Reports First Quarter 2024 Financial Results and Provides Corporate Update Revenue increased to $18. |
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| April 22, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul |
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| April 22, 2024 |
DEFA14A 1 ny20023787x2defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only |
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| March 5, 2024 |
Amendment to Supply Agreement, dated January 1, 2021, by and between the Company and Greatbatch Ltd. [ *** ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. |
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| March 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40337 NEUROPACE, INC. (Exact nam |
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| March 5, 2024 |
Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 NeuroPace, Inc. (“we,” “our,” “us,” or the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): our common stock. The following summary of the terms of our common stock is based upon our am |
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| March 5, 2024 |
Exhibit 10.12 February 1, 2024 Irina Ridley VIA EMAIL/DOCUSIGN Dear Irina: This letter (the “Agreement”) sets forth the terms of your separation and transition agreement with NeuroPace, Inc. (the “Company”). 1. Separation. You hereby resign from all positions you hold with the Company, and the Company hereby accepts such resignation, effective March 6, 2024 (the “Separation Date”). If your resigna |
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| March 5, 2024 |
Incentive Compensation Recoupment Policy Exhibit 97 NeuroPace Incentive Compensation Recoupment Policy 1. Introduction The Board of Directors (the “Board”) of NeuroPace, a Delaware corporation (the “Company”), has determined that it is in the best interests of the Company and its shareholders to adopt this Incentive Compensation Recoupment Policy (this “Policy”) providing for the Company’s recoupment of Recoverable Incentive Compensation |
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| March 5, 2024 |
[ *** ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. |
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| March 5, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 5, 2024 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-3550 |
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| March 5, 2024 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-8 (Form Type) NeuroPace, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, $0.001 par value |
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| March 5, 2024 |
y and between the Company and Micro Systems [ *** ] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. |
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| March 5, 2024 |
As filed with the U.S. Securities and Exchange Commission on March 5, 2024 As filed with the U.S. Securities and Exchange Commission on March 5, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NeuroPace, Inc. (Exact name of registrant as specified in its charter) Delaware 22-3550230 (State or other jurisdiction of incorporation or organization) (I.R.S. E |
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| March 5, 2024 |
NeuroPace Announces Record Full Year 2023 Revenue of $65.4 Million Revenue increased to $18.0 million in Q4 2023, a 41% increase over Q4 2022 Revenue increased to $65.4 million in 2023, a 44% increase over 2022 Provides full-year 2024 revenue guidance of between $73-$77 million Management scheduled to host a conference call today at 4:30 p.m. ET Mountain View, Calif. – March 5, 2024 – NeuroPace, I |
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| February 14, 2024 |
EX-99.A 2 ss3005741ex99a.htm JOINT FILING AGREEMENT EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that this Amendment No. 3 to the Statement on Schedule 13G, dated December 31, 2023 (this “Schedule 13G”), with respect to the Common Stock, $0.001 par value per share, of NeuroPace, Inc. is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k |
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| February 14, 2024 |
NPCE / NeuroPace, Inc. / ORBIMED ADVISORS LLC - AMENDMENT NO. 3 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2024 |
NPCE / NeuroPace, Inc. / KCK LTD. - SC 13G/A Passive Investment SC 13G/A 1 d744011dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* NeuroPace, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 641288105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the |
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| February 7, 2024 |
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): February 1, 2024 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| February 2, 2024 |
SC 13G/A 1 ea192408-13ga3soleus1neuro.htm AMENDMENT NO. 3 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* NEUROPACE, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 641288105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Chec |
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| January 8, 2024 |
Exhibit 99.1 NeuroPace Announces Preliminary Unaudited Revenue for Fourth Quarter and Full Year 2023 and Provides Business Updates Preliminary unaudited revenue expected to be between $17.5 million and $18.0 million for Q4 2023 and between $64.9 million and $65.4 million for full year 2023 Company begins 2024 with cash balance of $66.5 million Announces completion of patient implant milestone in t |
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| January 8, 2024 |
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): January 8, 2024 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| January 8, 2024 |
Exhibit 99.2 Investor Presentation January 2024 1 Disclaimer In addition to background and historical information, this presentation contains “forward-looking statements” based on NeuroPace’s current expectations, estimates, forecasts and beliefs, including financial results for the fourth quarter and full year ended December 31, 2023, information about NeuroPace's market opportunity, growth drive |
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| December 4, 2023 |
Entry into a Material Definitive Agreement 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 28, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File |
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| November 6, 2023 |
NeuroPace Reports Third Quarter 2023 Financial Results and Increases Full Year 2023 Revenue Guidance Third quarter 2023 revenue of $16. |
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| November 6, 2023 |
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 6, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-3 |
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| November 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, |
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| August 8, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) NeuroPace, Inc. (Exact name of registrant as specified in its charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be paid Equity Common stock, $ |
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| August 8, 2023 |
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): August 8, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-355 |
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| August 8, 2023 |
As filed with the Securities and Exchange Commission on August 8, 2023 S-8 As filed with the Securities and Exchange Commission on August 8, 2023 Registration No. |
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| August 8, 2023 |
NeuroPace Reports Second Quarter 2023 Financial Results and Increases Full Year 2023 Revenue Guidance Second quarter 2023 revenue of $16. |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC. |
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| July 19, 2023 |
Exhibit 10.1 NEUROPACE, INC. 2023 INDUCEMENT PLAN ADOPTED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS: JULY 18, 2023 1. GENERAL. (a) Eligible Award Recipients. The only persons eligible to receive grants of Stock Awards under this Plan are individuals who satisfy the standards for inducement grants under Nasdaq Marketplace Rule 5635(c)(4) or 5635(c)(3), if applicable, and the related g |
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| July 19, 2023 |
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): July 18, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| June 28, 2023 |
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): June 27, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| June 28, 2023 |
Consulting Agreement dated June 28, 2023, by and between NeuroPace and Michael Favet EX-10.1 Exhibit 10.1 NEUROPACE, INC. CONSULTING AGREEMENT Effective July 10, 2023 (the “Effective Date”), this Consulting Agreement (“Agreement”) is by and between NeuroPace, Inc., a corporation having a place of business at 455 N. Bernardo Ave, Mountain View, California 94043 (“NeuroPace” or “Company”) and Michael Favet (“Consultant”), at [***] (collectively, “the Parties”). WHEREAS, Consultant p |
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| June 28, 2023 |
Offer Letter dated June 27, 2023, by and between NeuroPace and Joel Becker EX-10.2 Exhibit 10.2 June 27, 2023 Joel D. Becker via email Re: Offer Letter and Employment Agreement Dear Joel: NeuroPace, Inc. (“NeuroPace” or the “Company”) is pleased to offer you the position of President and Chief Executive Officer (“CEO”) pursuant to the terms set forth in this offer letter agreement (the “Agreement”). Capitalized terms will have the definitions and meanings set forth herei |
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| June 12, 2023 |
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): June 7, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-35502 |
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| May 4, 2023 |
SECOND AMENDMENT TO TERM LOAN AGREEMENT THIS SECOND AMENDMENT TO TERM LOAN AGREEMENT (this “Agreement”), dated as of February [28], 2023, is entered into among NEUROPACE, INC. |
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| May 4, 2023 |
AMENDMENT 1 TO SUPPLY AGREEMENT NeuroPace, Inc. a Delaware corporation located at 455 N. Bernardo Avenue, Mountain View, CA 940443 (“COMPANY”) and Micro Systems Technologies, Inc., located at 6024 SW Jean Road, Lake Oswego, OR, USA (“MST”) are parties to a Supply Agreement (“Supply Agreement”) dated November 16, 2022. COMPANY and MST may be individually referred to herein as “Party” and collective |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC |
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| May 4, 2023 |
NeuroPace Reports First Quarter 2023 Financial Results and Increases Full Year 2023 Revenue Guidance First quarter 2023 revenue increased 27% year-over-year to $14. |
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| May 4, 2023 |
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 4, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-355023 |
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| April 25, 2023 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 25, 2023 |
TABLE OF CONTENTS SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 13, 2023 |
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): April 11, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Num |
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| March 2, 2023 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-8 (Form Type) NeuroPace, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be Paid Equity Common stock, $ |
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| March 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40337 NEUROPACE, INC. (Exact nam |
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| March 2, 2023 |
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 2, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-3550 |
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| March 2, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 2, 2023 S-8 As filed with the U.S. Securities and Exchange Commission on March 2, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NeuroPace, Inc. (Exact name of registrant as specified in its charter) Delaware 22-3550230 (State or other jurisdiction of incorporation or organization) (I.R.S. |
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| March 2, 2023 |
NeuroPace Reports Fourth Quarter & Full Year 2022 Financial Results NeuroPace Reports Fourth Quarter & Full Year 2022 Financial Results Mountain View, Calif. |
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| March 2, 2023 |
Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 NeuroPace, Inc. (“we,” “our,” “us,” or the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): our common stock. The following summary of the terms of our common stock is based upon our am |
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| February 14, 2023 |
NPCE / Neuropace, Inc. / ORBIMED ADVISORS LLC - AMENDMENT NO. 2 Passive Investment SC 13G/A 1 ss1758605sc13ga.htm AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Amendment No. 2)* Under the Securities Exchange Act of 1934 NeuroPace, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 641288105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check |
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| February 14, 2023 |
EX-99 2 ss1758605ex99a.htm JOINT FILING AGREEMENT EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on this Schedule 13G dated December 31, 2022 (the “Schedule 13G”), with respect to the Common Stock, $0.001 par value per share of NeuroPace, Inc. is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities E |
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| February 14, 2023 |
NPCE / Neuropace, Inc. / Soleus Private Equity Fund I, L.P. - SC 13G/A Passive Investment SC 13G/A 1 d443703dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* NEUROPACE, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 641288105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| January 9, 2023 |
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): January 4, 2023 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| January 9, 2023 |
Exhibit 99.2 JP Morgan Healthcare Conference January 2023 1 J A N U A R Y 2 0 2 3 | 2 Disclaimer In addition to background and historical information, this presentation contains “forward-looking statements” based on NeuroPace’s current expectations, estimates, forecasts and beliefs, including financial results for the fourth quarter and full-year ended December 31, 2022, information about NeuroPac |
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| January 9, 2023 |
EX-99.1 2 d407794dex991.htm EX-99.1 Exhibit 99.1 NeuroPace Announces Preliminary Unaudited Fourth Quarter and Full-Year 2022 Revenue and Appoints Dr. Uri Geiger to Board of Directors Mountain View, Calif. – January 9, 2023 – NeuroPace, Inc. (Nasdaq: NPCE), a commercial-stage medical device company focused on transforming the lives of people living with epilepsy, today announced preliminary, unaudi |
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| November 23, 2022 |
NPCE / Neuropace, Inc. / Accelmed Partners II L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* NeuroPace, Inc. (Name of Issuer) Common stock, $0.001 par value per share (Title of Class of Securities) 641288105 (CUSIP Number) Accelmed Partners II, LP Ugland House, South Church Street PO Box 309 Grand Cayman KY1-1104, Cayman Islands Attn: Uri Geiger |
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| November 21, 2022 |
EX-99.2 EXHIBIT 99.2 JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of common stock, par value $0.001 per share, of NeuroPace, Inc. (this “Agreement”), is being filed, and all amendments th |
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| November 21, 2022 |
NPCE / Neuropace, Inc. / Accelmed Partners II L.P. - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) NeuroPace, Inc. (Name of Issuer) Common stock, $0.001 par value per share (Title of Class of Securities) 641288105 (CUSIP Number) Accelmed Partners II, LP Ugland House, South Church Street PO Box 309 Grand Cayman KY1-1104, Cayman Islands Attn: Uri G |
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| November 8, 2022 |
Exhibit 10.2 455 NORTH BERNARDO AVENUE SECOND AMENDMENT TO OFFICE LEASE THIS SECOND AMENDMENT TO OFFICE LEASE (this ?Second Amendment?) is made and entered into as of August 22, 2022 by and between BXP RESEARCH PARK LP, a Delaware limited partnership (?Landlord?), and NEUROPACE, INC., a Delaware corporation (?Tenant?). R E C I T A L S A. Landlord and Tenant entered into that certain Office Lease d |
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| November 8, 2022 |
Form of Debt Securities Warrant Agreement and Warrant Certificate Exhibit 4.8 NEUROPACE, INC. AND , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF NEUROPACE, INC. FORM OF DEBT SECURITIES WARRANT AGREEMENT THIS DEBT SECURITIES WARRANT AGREEMENT (this ?Agreement?), dated as of [?], between NEUROPACE, INC., a Delaware corporation (the ?Company?) and [?], a [corporation] [national banking association] organized and existing under the laws of |
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| November 8, 2022 |
EXECUTION VERSION DIXI MEDICAL USA CORP AND NEUROPACE, INC. EXCLUSIVE DISTRIBUTION AGREEMENT EFFECTIVE AS OF: AUGUST 9, 2022 - 1 - 1. DEFINITIONS AND INTERPRETATION 1 2. APPOINTMENT OF DISTRIBUTOR 10 3. MANUFACTURE AND SUPPLY OF THE PRODUCTS 12 4. PRICE AND PAYMENT 17 5. REGULATORY 20 6. COMMERCIALIZATION OF THE PRODUCTS 23 7. SERVICE LEVELS 25 8. INTELLECTUAL PROPERTY; LICENSE 25 9. CONFIDENTIALI |
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| November 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, |
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| November 8, 2022 |
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 8, 2022 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-3 |
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| November 8, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) NeuroPace, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry |
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| November 8, 2022 |
As filed with the Securities and Exchange Commission on November 8, 2022 Table of Contents As filed with the Securities and Exchange Commission on November 8, 2022 Registration No. |
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| November 8, 2022 |
Exhibit 4.4 NEUROPACE, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [?], 20 Debt Securities TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee?s Certificate 8 Section 2.03 |
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| November 8, 2022 |
Sales Agreement, dated November 8, 2022, among the registrant and SVB Securities LLC Exhibit 1.2 NEUROPACE, INC. Shares of Common Stock ($0.001 par value per share) SALES AGREEMENT November 8, 2022 SVB SECURITIES LLC 1301 Avenue of the Americas, 12th Floor New York, New York 10019 Ladies and Gentlemen: NeuroPace, Inc., a Delaware corporation (the ?Company?), confirms its agreement (this ?Agreement?) with SVB Securities LLC (the ?Agent?), as follows: 1. Issuance and Sale of Shares. |
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| November 8, 2022 |
NeuroPace Reports Third Quarter 2022 Financial Results and Provides a Business Update NeuroPace Reports Third Quarter 2022 Financial Results and Provides a Business Update Mountain View, Calif. |
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| November 8, 2022 |
Form of Preferred Stock Warrant Agreement and Warrant Certificate Exhibit 4.7 NEUROPACE, INC. AND , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF NEUROPACE, INC. FORM OF PREFERRED STOCK WARRANT AGREEMENT THIS PREFERRED STOCK WARRANT AGREEMENT (this ?Agreement?), dated as of [?], between NEUROPACE, INC., a Delaware corporation (the ?Company?) and [?], a [corporation] [national banking association] organized and existing under the laws of |
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| November 8, 2022 |
Form of Common Stock Warrant Agreement and Warrant Certificate Exhibit 4.6 NEUROPACE, INC. AND , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF NEUROPACE, INC. FORM OF COMMON STOCK WARRANT AGREEMENT THIS COMMON STOCK WARRANT AGREEMENT (this ?Agreement?), dated as of [?], between, NEUROPACE, INC., a Delaware corporation (the ?Company?) and [?], a [corporation] [national banking association] organized and existing under the laws of [?] and |
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| October 7, 2022 |
NPCE / Neuropace, Inc. / KCK LTD. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NeuroPace, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 641288105 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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| August 11, 2022 |
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): August 11, 2022 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-35 |
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| August 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC. |
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| August 11, 2022 |
NeuroPace Reports Second Quarter 2022 Financial Results and Provides a Business Update NeuroPace Reports Second Quarter 2022 Financial Results and Provides a Business Update Mountain View, Calif. |
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| June 17, 2022 |
Submission of Matters to a Vote of Security Holders 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): June 13, 2022 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| May 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC |
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| May 12, 2022 |
FIRST AMENDMENT TO TERM LOAN AGREEMENT THIS FIRST AMENDMENT TO TERM LOAN AGREEMENT (this ?Agreement?), dated as of March 8, 2022, is entered into among NEUROPACE, INC. |
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| May 12, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 12, 2022 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-35502 |
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| May 12, 2022 |
NeuroPace Reports First Quarter 2022 Financial Results NeuroPace Reports First Quarter 2022 Financial Results Mountain View, Calif. ?May 12, 2022 ? NeuroPace, Inc. (Nasdaq: NPCE), a commercial-stage medical device company focused on transforming the lives of people suffering from epilepsy, today reported financial results for the quarter ending March 31, 2022. Recent Highlights ?Total revenue of $11.4 million for the first quarter of 2022 ?Initial imp |
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| April 22, 2022 |
TABLE OF CONTENTS SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| April 22, 2022 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 11, 2022 |
Power of Attorney (included on the signature page of this registration statement). As filed with the U.S. Securities and Exchange Commission on March 10, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NeuroPace, Inc. (Exact name of registrant as specified in its charter) Delaware 22-3550230 (State or other jurisdiction of incorporation or organization) (I.R.S. Emp |
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| March 11, 2022 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-8 (Form Type) NeuroPace, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1 ? Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to be Paid Equity Common stock, $ |
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| March 10, 2022 |
Exhibit 4.2 DESCRIPTION OF REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 NeuroPace, Inc. (?we,? ?our,? ?us,? or the ?Company?) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): our common stock. The following summary of the terms of our common stock is based upon our am |
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| March 10, 2022 |
NeuroPace Reports Fourth Quarter & Full Year 2021 Financial Results NeuroPace Reports Fourth Quarter & Full Year 2021 Financial Results Mountain View, Calif. |
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| March 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 10, 2022 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-355 |
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| March 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40337 NEUROPACE, INC. (Exact nam |
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| February 11, 2022 |
CUSIP No. 641288105 SCHEDULE 13G Page 8 of 8 Pages EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on this Schedule 13G dated February 11, 2022 (the ?Schedule 13G?), with respect to the Common Stock, $0.001 par value per share of NeuroPace, Inc. is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities |
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| February 11, 2022 |
NPCE / Neuropace, Inc. / ORBIMED ADVISORS LLC - AMENDMENT NO. 1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Amendment No. |
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| February 10, 2022 |
NPCE / Neuropace, Inc. / Soleus Private Equity Fund I, L.P. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NEUROPACE, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 641288105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul |
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| February 10, 2022 |
EXHIBIT A JOINT FILING AGREEMENT Soleus Private Equity GP I, LLC, a Delaware limited liability company, Soleus Private Equity Fund I, L. |
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| January 13, 2022 |
NPCE / Neuropace, Inc. / Medtronic plc - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NeuroPace, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 641288 10 5 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi |
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| January 11, 2022 |
NeuroPace Announces Preliminary Unaudited Fourth Quarter and Full-Year 2021 Revenue Exhibit 99.1 NeuroPace Announces Preliminary Unaudited Fourth Quarter and Full-Year 2021 Revenue Mountain View, Calif. ? January 11, 2022 ? NeuroPace, Inc. (Nasdaq: NPCE), a commercial-stage medical device company focused on transforming the lives of people suffering from epilepsy, today announced its preliminary, unaudited revenue for the fourth quarter and full-year ended December 31, 2021. Base |
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| January 11, 2022 |
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): January 11, 2022 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| January 11, 2022 |
Exhibit 99.2 Personalized, data-driven treatment for epilepsy 1 J ANUAR Y 2 0 2 2 | 2 Disclaimer In addition to background and historical information, this presentation contains ?forward-looking statements? based on NeuroPace?s current expectations, estimates, forecasts and beliefs, including preliminary unaudited fourth quarter 2021 revenue and preliminary unaudited full-year 2021 revenue, inform |
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| November 10, 2021 |
NeuroPace Reports Third Quarter 2021 Financial Results NeuroPace Reports Third Quarter 2021 Financial Results Mountain View, Calif. ?November 10, 2021 ? NeuroPace, Inc. (Nasdaq: NPCE), a commercial-stage medical device company focused on transforming the lives of people suffering from epilepsy, today reported financial results for the quarter ended September 30, 2021. Recent Highlights ?Total revenue of $10.3 million for the third quarter of 2021, rep |
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| November 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 10, 2021 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22- |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, |
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| November 1, 2021 |
NPCE / Neuropace, Inc. / Soleus Private Equity Fund I, L.P. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NEUROPACE, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 641288105 (CUSIP Number) April 26, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche |
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| November 1, 2021 |
EXHIBIT A JOINT FILING AGREEMENT Soleus Private Equity GP I, LLC, a Delaware limited liability company, Soleus Private Equity Fund I, L. |
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| October 19, 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): October 14, 2021 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| September 9, 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): September 9, 2021 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22- |
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| August 12, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 12, 2021 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-35 |
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| August 12, 2021 |
NeuroPace Reports Second Quarter 2021 Financial Results NeuroPace Reports Second Quarter 2021 Financial Results Mountain View, Calif. ?August 12, 2021 ? NeuroPace, Inc. (Nasdaq: NPCE), a commercial-stage medical device company focused on transforming the lives of people suffering from epilepsy, today reported financial results for the quarter ended June 30, 2021. Recent Highlights ?Total revenue of $12.6 million for the second quarter of 2021, represen |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC. |
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| June 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-40337 NEUROPACE, INC |
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| June 3, 2021 |
NeuroPace Reports First Quarter 2021 Financial Results and Provides 2021 Financial Guidance NeuroPace Reports First Quarter 2021 Financial Results and Provides 2021 Financial Guidance Mountain View, Calif. |
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| June 3, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): June 3, 2021 NEUROPACE, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40337 (Commission File Number) 22-35502 |
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| May 3, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NeuroPace, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 641288 10 5 (CUSIP Number) April 21, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| May 3, 2021 |
Joint Filing Agreement, dated May 3, 2021, between Medtronic plc and Covidien Group, S.a.r.l. EX-99 2 exhibit-jointfilingagreeme.htm EX-99 EXHIBIT 1 JOINT FILING AGREEMENT In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13G to which this joint filing agreement is attached, along with any amendments thereto that may be r |
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| April 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NeuroPace Inc. |
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| April 29, 2021 |
CUSIP No. 641288105 SCHEDULE 13G Page 8 of 8 Pages EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on this Schedule 13G dated April 29, 2021 (the “Schedule 13G”), with respect to the Common Stock of NeuroPace Inc. is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended |
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| April 26, 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): April 26, 2021 NeuroPace, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40337 22-3550230 (State or other jurisdiction of incorporation) (Commission File Num |
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| April 26, 2021 |
Amended and Restated Certificate of Incorporation of the Registrant, as currently in effect. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NEUROPACE, INC. Michael L. Favet hereby certifies that: ONE: The original name of this corporation is NeuroPace, Inc. and the date of filing the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was November 19, 1997. TWO: He is the duly elected and acting President and Chi |
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| April 23, 2021 |
S-8 1 neuropace-formsx8ipo.htm S-8 As filed with the U.S. Securities and Exchange Commission on April 23, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NeuroPace, Inc. (Exact name of registrant as specified in its charter) Delaware 22-3550230 (State or other jurisdiction of incorpo |
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| April 23, 2021 |
Filed Pursuant to Rule 424(b)(4) Registration No. 333-254663 P R O S P E C T U S 6,000,000 shares Common stock This is our initial public offering of our common stock. We are offering 6,000,000 shares of common stock. Prior to this offering, there has been no public market for our common stock. The initial public offering price is $17.00 per share. We have been approved to list our common stock on |
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| April 21, 2021 |
[Signature page immediately follows] J.P. Morgan Securities LLC 383 New Madison Avenue New York, New York 10179 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 April 21, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Attn: Abby Adams Re: NeuroPace, Inc. Post-Effective Amendment No. 1 to Registration Statement |
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| April 21, 2021 |
As filed with the U.S. Securities and Exchange Commission on April 21, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NeuroPace, Inc. (Exact name of registrant as specified in its charter) Delaware 3841 22-3550230 (State or other jurisdiction of incorporation or organization) (Prim |
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| April 21, 2021 |
Update and Supplement to Preliminary Prospectus Dated April 21, 2021 Filed Pursuant to Rule 433 of the Securities Act of 1933 Issuer Free Writing Prospectus dated April 21, 2021 Relating to Preliminary Prospectus dated April 21, 2021 Registration No. |
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| April 21, 2021 |
POS AM 1 neuropaceincpost-effective.htm POS AM As filed with the U.S. Securities and Exchange Commission on April 21, 2021 Registration No. 333-254663 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NEUROPACE, INC. (Name of Registrant as Specified in Its Charter) Delaware 3841 |
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| April 21, 2021 |
NeuroPace, Inc. 455 N. Bernardo Avenue Mountain View, CA 94043 NeuroPace, Inc. 455 N. Bernardo Avenue Mountain View, CA 94043 April 21, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington D.C., 20549 Attn: Abby Adams Laura Crotty Tara Harkins Angela Connell RE: NeuroPace, Inc. Post-Effective Amendment No. 1 to Registration Statement on Form S-1 File No. 333-254663 Ladies and Gentlemen: In accordance with |
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| April 16, 2021 |
NeuroPace, Inc. 455 N. Bernardo Avenue Mountain View, CA 94043 NeuroPace, Inc. 455 N. Bernardo Avenue Mountain View, CA 94043 April 16, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington D.C., 20549 Attn: Abby Adams Laura Crotty Tara Harkins Angela Connell RE: NeuroPace, Inc. Registration Statement on Form S-1 File No. 333-254663 Ladies and Gentlemen: NeuroPace, Inc. Corporation (the ?Registrant?) hereby |
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| April 16, 2021 |
[Signature page immediately follows] J.P. Morgan Securities LLC 383 New Madison Avenue New York, New York 10179 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 April 16, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Attn: Abby Adams Re: NeuroPace, Inc. Registration Statement on Form S-1 Registration File No. |
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| April 14, 2021 |
Supply Agreement, dated January 1, 2021, by and between the Company and Greatbatch Ltd. EX-10.19 14 exhibit1019-sx1a1.htm EX-10.19 [ *** ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. Exhibit 10.19 SUPPLY AGREEMENT This Supply Agreement (this “Agreement”), dated as of January 01, 2021 (the “Effective Date”), is by and between Greatb |
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| April 14, 2021 |
Form of common stock certificate of the Registrant. Exhibit 4.1 NUMBER SHARES COUNTERSIGNED: BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC. TRANSFER AGENT BY: AUTHORIZED SIGNATURE DATED: INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CUSIP 641288 10 5 SEE REVERSE FOR CERTAIN DEFINITIONS This CerTifies ThaT: is The owner of C o M M o n s T o C K CHIEF EXECUTIVE OFFICER CHIEF FINANCIAL OFFICER FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK O |
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| April 14, 2021 |
Exhibit 10.9 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) dated as of , is made by and between NEUROPACE, INC., a Delaware corporation (the ?Company? or ?NeuroPace? ), and (?Indemnitee? ). RECITALS A. The Company desires to attract and retain the services of highly qualified individuals as directors, officers, employees and agents. B. The Company?s amended and restated bylaws (t |
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| April 14, 2021 |
Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NEUROPACE, INC. Michael L. Favet hereby certifies that: ONE: The original name of this corporation is NeuroPace, Inc. and the date of filing the original Certificate of Incorporation of this corporation with the Secretary of State of the State of Delaware was November 19, 1997. TWO: He is the duly elected and acting President and Chi |
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| April 14, 2021 |
[ *** ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. |
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| April 14, 2021 |
Amended and Restated Certificate of Incorporation of the Registrant, as currently in effect. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NEUROPACE, INC. The undersigned, Michael L. Favet, hereby certifies that: 1. He is the duly elected and acting Chief Executive Officer and President and Chief Financial Officer of NeuroPace, Inc., a Delaware corporation. 2. The Certificate of Incorporation of this corporation was originally filed with the Secretary of State of Delawa |
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| April 14, 2021 |
2021 Employee Stock Purchase Plan. Exhibit 10.8 NEUROPACE, INC. 2021 EMPLOYEE STOCK PURCHASE PLAN ADOPTED BY THE BOARD OF DIRECTORS: APRIL 7, 2021 APPROVED BY THE STOCKHOLDERS: APRIL 8, 2021 1. GENERAL (a) Purpose. The Company, by means of the Plan, seeks to retain the services of such Employees, to secure and retain the services of Employees and to provide incentives for such persons to exert maximum efforts for the success of the |
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| April 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 NeuroPace, Inc. (Exact name of registrant as specified in its charter) Delaware 22-3550230 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 455 N. |
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| April 14, 2021 |
Exhibit 10.7 NEUROPACE, INC. 2021 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT As reflected by your Stock Option Grant Notice (?Grant Notice?) NeuroPace, Inc. (the ?Company?) has granted you an option under its 2021 Equity Incentive Plan (the ?Plan?) to purchase a number of shares of Common Stock at the exercise price indicated in your Grant Notice (the ?Option?). Capitalized terms not explicitly |
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| April 14, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 NeuroPace, Inc. [l] Shares of Common Stock Underwriting Agreement April [?], 2021 J.P. Morgan Securities LLC Morgan Stanley & Co. LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: NeuroPace, Inc |
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| April 14, 2021 |
As filed with the U.S. Securities and Exchange Commission on April 14, 2021 Registration No. 333-254663 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NEUROPACE, INC. (Name of Registrant as Specified in Its Charter) Delaware 3841 22-3550230 (State or Other Jurisdiction of Incorporation or O |
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| April 14, 2021 |
Consent of Rakhi Kumar, as director nominee Exhibit 99.1 CONSENT OF DIRECTOR NOMINEE Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-1 (the ?Registration Statement?) of NeuroPace, Inc., the undersigned hereby consents to being named and described as a person who will become a director of NeuroPace, Inc. in the Regist |
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| April 14, 2021 |
[ *** ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. |
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| April 14, 2021 |
Amended and Restated Bylaws of the Registrant. Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF NEUROPACE, INC. (A DELAWARE CORPORATION) TABLE OF CONTENTS PAGE ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS? MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meetings. 1 Section 6. Special Meetings. 5 Section 7. Notice of Meetings |
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| April 14, 2021 |
Exhibit 10.6 NEUROPACE, INC. 2021 EQUITY INCENTIVE PLAN ADOPTED BY THE BOARD OF DIRECTORS: APRIL 7, 2021 APPROVED BY THE STOCKHOLDERS: APRIL 8, 2021 TABLE OF CONTENTS Page 1. GENERAL. 1 2. SHARES SUBJECT TO THE PLAN. 1 3. ELIGIBILITY AND LIMITATIONS. 2 4. OPTIONS AND STOCK APPRECIATION RIGHTS. 3 5. AWARDS OTHER THAN OPTIONS AND STOCK APPRECIATION RIGHTS. 6 6. ADJUSTMENTS UPON CHANGES IN COMMON STO |
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| April 9, 2021 |
Mark B. Weeks +1 650 5011 [email protected] April 9, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Abby Adams Laura Crotty Tara Harkins Angela Connell Re: NeuroPace, Inc. Registration Statement on Form S-1 Filed March 24, 2021 File No. 333-254663 Ladies and Gentlemen: On behalf of NeuroPace, Inc. (the ?Company?), we are |
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| April 6, 2021 |
Mark B. Weeks +1 650 843 5011 [email protected] VIA EDGAR *FOIA Confidential Treatment Request* Confidential Treatment Requested by NeuroPace, Inc. in connection with its Registration Statement on Form S-1 (File No. 333-254663) April 6, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Abby Adams Chris Edwards Tara Harkins |
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| March 24, 2021 |
Form of Warrant to purchase shares of common stock. Exhibit 10.15 THE SECURITIES REPRESENTED BY THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPA |
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| March 24, 2021 |
Amended and Restated Bylaws of the Registrant, as currently in effect. Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF NEUROPACE, INC. TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 Place Of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice Of Stockholders? Meetings 2 2.5 Manner Of Giving Notice; Affidavit Of Notice 2 2.6 Quorum 2 2.7 Adjourned Meeting; Notice 2 |
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| March 24, 2021 |
EX-10.23 21 exhibit1023-sx1.htm EX-10.23 Exhibit 10.23 FIRST AMENDMENT TO OFFICE LEASE This FIRST AMENDMENT TO OFFICE LEASE (this “Amendment”) is made and entered into as of May 24, 2018 by and between BXP RESEARCH PARK LP, a Delaware limited partnership (f/k/a BP MV Research Park LLC) (“Landlord”), and NEUROPACE, INC., a Delaware corporation (“Tenant”). RECITALS A. Landlord and Tenant entered int |
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| March 24, 2021 |
Exhibit 10.13 March 24, 2021 Martha J. Morrell, M.D. NeuroPace, Inc. 455 N Bernardo Ave, Mountain View, CA 94043 Re: Amended and Restated Employment Agreement Dear Marty: You are currently employed by NeuroPace, Inc. (the ?Company?) under the terms of an offer letter between you and the Company dated July 2004 (the ?Offer Letter?). The Company is amending and restating the terms of the Offer Lette |
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| March 24, 2021 |
Exhibit 10.2 NEUROPACE, INC. 2009 STOCK PLAN (as amended through September 20, 2016) 1. Purposes of the Plan. The purposes of this 2009 Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees and Consultants of the Company and its Subsidiaries and to promote the success of the Company's business. Op |
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| March 24, 2021 |
Officer Severance Benefit Plan. Exhibit 10.25 NEUROPACE, INC. OFFICER SEVERANCE BENEFIT PLAN APPROVED BY THE BOARD OF DIRECTORS: MARCH 24, 2021 Section 1.INTRODUCTION. The NeuroPace, Inc. Officer Severance Benefit Plan (the ?Plan?) is hereby established effective upon the date of approval by the Board of Directors of NeuroPace, Inc. (the ?Company?) set forth above (the ?Effective Date?). The purpose of the Plan is to provide for |
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| March 24, 2021 |
Non-Employee Director Compensation Policy Exhibit 10.21 NEUROPACE, INC. NON-EMPLOYEE DIRECTOR COMPENSATION POLICY APPROVED BY THE BOARD OF DIRECTORS ON March 23, 2021 Each member of the Board of Directors (the ?Board?) of NeuroPace, Inc. (the ?Company?) who is a non-employee director of the Company (each such member, a ?Non-Employee Director?) will receive the compensation described in this Non-Employee Director Compensation Policy (the ? |
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| March 24, 2021 |
Mark B. Weeks +1 650 843 5011 [email protected] March 24, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Abby Adams Chris Edwards Tara Harkins Angela Connell Re: NeuroPace, Inc. Draft Registration Statement on Form S-1 Submitted January 29, 2021 CIK No. 0001528287 Ladies and Gentlemen: On behalf of NeuroPace, Inc. (the ? |
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| March 24, 2021 |
Exhibit 10.1 NEUROPACE, INC. AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT This Amended and Restated Investors? Rights Agreement (this ?Agreement?) is made as of August 19, 2020, by and among NeuroPace, Inc., a Delaware corporation (the ?Company?), the holders of the Company?s Common Stock (?Common Stock?) and the holders of the Company?s Preferred Stock listed on Exhibit A hereto (the ?Non-Fou |
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| March 24, 2021 |
Exhibit 10.12 March 24, 2021 Rebecca Kuhn NeuroPace, Inc. 455 N Bernardo Ave, Mountain View, CA 94043 Re: Amended and Restated Employment Agreement Dear Rebecca: You are currently employed by NeuroPace, Inc. (the ?Company?) under the terms of an offer letter between you and the Company dated May 2000 (the ?Offer Letter?). The Company is amending and restating the terms of the Offer Letter to refle |
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| March 24, 2021 |
Execution Exhibit 10.17 TERM LOAN AGREEMENT dated as of September 24, 2020 between NEUROPACE, INC. as Borrower, The SUBSIDIARY GUARANTORS from Time to Time Party Hereto, The Lenders from time to time party hereto and CRG SERVICING LLC, as Administrative Agent and Collateral Agent U.S. $60,000,000 TABLE OF CONTENTS Page SECTION 1 DEFINITIONS 1 1.01 Certain Defined Terms 1 1.02 Accounting Terms and |
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| March 24, 2021 |
Exhibit 10.18 SUPPLY AGREEMENT This Supply Agreement (?Supply Agreement?), is entered into as of the 16th day of November, 2015. (the ?Effective Date?), by and between NeuroPace, Inc., a Delaware corporation located at 455 N. Bernardo Avenue, Mountain View, California, 94043 USA (?COMPANY?) and Micro Systems Technologies Management AG, a Swiss corporation, located at [***] (?MST?). COMPANY and MST |
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| March 24, 2021 |
EX-10.22 20 exhibit1022-sx1.htm EX-10.22 Exhibit 10.22 OFFICE LEASE MOUNTAIN VIEW RESEARCH PARK BP MV RESEARCH PARK LLC, a Delaware limited liability company as Landlord, and NEUROPACE, INC., a Delaware corporation, as Tenant. Mountain View Research Park Neuropace, Inc. TABLE OF CONTENTS Page ARTICLE 1 PREMISES, BUILDING, PROJECT, AND COMMON AREAS 4 ARTICLE 2 LEASE TERM 7 ARTICLE 3 BASE RENT 10 AR |
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| March 24, 2021 |
Exhibit 10.26 NEUROPACE, INC. EMPLOYEE CASH INCENTIVE PLAN Adopted by the Board of Directors on March 24, 2021 1.Purposes of the Plan. The Plan is intended to increase shareholder value and the success of the Company by motivating Employees to (a) perform to the best of their abilities, and (b) achieve the Company?s performance objectives though the granting of Performance Awards that may be earne |
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| March 24, 2021 |
EX-10.3 6 exhibit103-sx1.htm EX-10.3 Exhibit 10.3 2009 STOCK PLAN NOTICE OF STOCK OPTION GRANT You have been granted an option to purchase Common Stock (“Common Stock”) of NeuroPace, Inc. (the “Company”) as follows: Board Approval Date: Date of Grant (Later of Board Approval Date or Commencement of Employment/Consulting): Vesting Commencement Date: Exercise Price Per Share: Total Number of Shares |
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| March 24, 2021 |
Exhibit 10.24 LEASE MODIFICATION AGREEMENT This Lease Modification Agreement (this ?Agreement?) is entered into as of this 30th day of April, 2020 (the ?Effective Date?), by and between BXP RESEARCH PARK LP, a Delaware limited partnership (f/k/a BP MV Research Park LLC), as landlord (?Landlord?) and NEUROPACE, INC., a Delaware corporation, as tenant (?Tenant?) in connection with that certain lease |
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| March 24, 2021 |
Supply Agreement, dated January 1, 2021, by and between the Company and Greatbatch Ltd. Exhibit 10.20 SUPPLY AGREEMENT This Supply Agreement (this ?Agreement?), dated as of January 01, 2021 (the ?Effective Date?), is by and between Greatbatch Ltd., an Integer company, with an office at [***] (?Greatbatch?), and NeuroPace, Inc., with an office at 455 N. Bernardo Avenue, Mountain View, California 94043 (?NeuroPace?). WHEREAS, this Agreement sets forth the terms and conditions of the ma |
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| March 24, 2021 |
Exhibit 10.19 AMENDMENT ONE TO THE SUPPLY AGREEMENT This Amendment One to the Supply Agreement (?Amendment One?) dated November 16, 2015 (the ?Supply Agreement?), is entered into as of the 21st day of December 2020, by and between NeuroPace, Inc., a Delaware corporation located at 455 N. Bernardo Avenue, Mountain View, California, 94043 USA (?COMPANY?) and Micro Systems Engineering, Inc., a Delawa |
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| March 24, 2021 |
Exhibit 10.14 March 24, 2021 Irina Ridley NeuroPace, Inc. 455 N Bernardo Ave, Mountain View, CA 94043 Re: Amended and Restated Employment Agreement Dear Irina: You are currently employed by NeuroPace, Inc. (the ?Company?) under the terms of an offer letter between you and the Company dated November 04, 2020 (the ?Offer Letter?). The Company is amending and restating the terms of the Offer Letter t |
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| March 24, 2021 |
Amended and Restated Certificate of Incorporation of the Registrant, as currently in effect. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NEUROPACE, INC. The undersigned, Michael L. Favet and Rebecca Kuhn, hereby certify that: 1.They are the duly elected and acting Chief Executive Officer and President and Chief Financial Officer, Vice President, Finance and Administration, and Assistant Secretary, respectively, of NeuroPace, Inc., a Delaware corporation. 2.The Certifi |
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| March 24, 2021 |
Power of Attorney (see signature page to the original filing of this registration statement). As filed with the U.S. Securities and Exchange Commission on March 24, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NEUROPACE, INC. (Name of Registrant as Specified in Its Charter) Delaware 3841 22-3550230 (State or Other Jurisdiction of Incorporation or Organization) (Primary Sta |
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| March 24, 2021 |
Exhibit 10.5 NEUROPACE, INC. STOCK OPTION GRANT NOTICE (2020 STOCK PLAN) NeuroPace, Inc. (the ?Company?), pursuant to its 2020 Stock Plan (as amended and/or restated as of the Date of Grant set forth below, the ?Plan?), has granted to Optionholder an option to purchase the number of shares of the Common Stock set forth below (the ?Option?). The Option is subject to all of the terms and conditions |
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| March 24, 2021 |
Exhibit 10.4 NEUROPACE, INC. 2020 STOCK PLAN ADOPTED BY THE BOARD OF DIRECTORS: August 17, 2020 APPROVED BY THE STOCKHOLDERS: August 17, 2020 TERMINATION DATE: August 16, 2030 1.General. (a)Successor to and Continuation of Prior Plan. The Plan is the successor to and continuation of the Prior Plan. As of the Effective Date, (i) no additional awards may be granted under the Prior Plan and (ii) all |
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| March 24, 2021 |
Exhibit 10.11 March 24, 2021 Michael Favet NeuroPace, Inc. 455 N Bernardo Ave, Mountain View, CA 94043 Re: Amended and Restated Employment Agreement Dear Mike: You are currently employed by NeuroPace, Inc. (the ?Company?) under the terms of an offer letter between you and the Company dated July 23, 2019 (the ?Offer Letter?). The Company is amending and restating the terms of the Offer Letter to re |
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| March 24, 2021 |
Form of Warrant to purchase shares of Series B’ convertible preferred stock. Exhibit 10.16 THE SECURITIES REPRESENTED BY THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL |
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| January 29, 2021 |
NEUROPACE, INC. 2009 STOCK PLAN (as amended through September 20, 2016) EX-10.2 5 filename5.htm Exhibit 10.2 NEUROPACE, INC. 2009 STOCK PLAN (as amended through September 20, 2016) 1. Purposes of the Plan. The purposes of this 2009 Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees and Consultants of the Company and its Subsidiaries and to promote the success of th |
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| January 29, 2021 |
2009 STOCK PLAN NOTICE OF STOCK OPTION GRANT EX-10.3 6 filename6.htm Exhibit 10.3 2009 STOCK PLAN NOTICE OF STOCK OPTION GRANT You have been granted an option to purchase Common Stock (“Common Stock”) of NeuroPace, Inc. (the “Company”) as follows: Board Approval Date: Date of Grant (Later of Board Approval Date or Commencement of Employment/Consulting): Vesting Commencement Date: Exercise Price Per Share: Total Number of Shares Granted: Tota |
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| January 29, 2021 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION NEUROPACE, INC. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NEUROPACE, INC. The undersigned, Michael L. Favet and Rebecca Kuhn, hereby certify that: 1.They are the duly elected and acting Chief Executive Officer and President and Chief Financial Officer, Vice President, Finance and Administration, and Assistant Secretary, respectively, of NeuroPace, Inc., a Delaware corporation. 2.The Certifi |
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| January 29, 2021 |
NEUROPACE, INC. Common Stock Purchase Warrant Exhibit 10.13 THE SECURITIES REPRESENTED BY THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPA |
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| January 29, 2021 |
Exhibit 10.12 November 04, 2020 Irina A. Ridley [Address Intentionally Omitted] Via Email: [Email Address Intentionally Omitted] Dear Irina: On behalf of NeuroPace, Inc. (the ?Company?), I am pleased to offer you the position of General Counsel and Corporate Secretary. Speaking for myself, as well as the other members of the Company, we all look forward to working with you and to your future succe |
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| January 29, 2021 |
As confidentially submitted to the U.S. Securities and Exchange Commission on January 29, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NEUROPACE, INC. (Name of Registrant as Specified in Its Charter) Delaware 3841 22-3550230 (State or Other Jurisdiction of Incorporation or Organiz |
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| January 29, 2021 |
AMENDED AND RESTATED NEUROPACE, INC. Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF NEUROPACE, INC. TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 Place Of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice Of Stockholders? Meetings 2 2.5 Manner Of Giving Notice; Affidavit Of Notice 2 2.6 Quorum 2 2.7 Adjourned Meeting; Notice 2 |
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| January 29, 2021 |
NEUROPACE, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT EX-10.1 4 filename4.htm Exhibit 10.1 NEUROPACE, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of August 19, 2020, by and among NeuroPace, Inc., a Delaware corporation (the “Company”), the holders of the Company’s Common Stock (“Common Stock”) and the holders of the Company’s Preferred Stock listed on Exhibi |
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| January 29, 2021 |
NEUROPACE, INC. Series B’ Preferred Stock Purchase Warrant EX-10.14 12 filename12.htm Exhibit 10.14 THE SECURITIES REPRESENTED BY THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERET |
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| January 29, 2021 |
NEUROPACE, INC. STOCK OPTION GRANT NOTICE (2020 STOCK PLAN) Exhibit 10.5 NEUROPACE, INC. STOCK OPTION GRANT NOTICE (2020 STOCK PLAN) NeuroPace, Inc. (the ?Company?), pursuant to its 2020 Stock Plan (as amended and/or restated as of the Date of Grant set forth below, the ?Plan?), has granted to Optionholder an option to purchase the number of shares of the Common Stock set forth below (the ?Option?). The Option is subject to all of the terms and conditions |
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| January 29, 2021 |
Exhibit 10.4 NEUROPACE, INC. 2020 STOCK PLAN ADOPTED BY THE BOARD OF DIRECTORS: August 17, 2020 APPROVED BY THE STOCKHOLDERS: August 17, 2020 TERMINATION DATE: August 16, 2030 1.General. (a)Successor to and Continuation of Prior Plan. The Plan is the successor to and continuation of the Prior Plan. As of the Effective Date, (i) no additional awards may be granted under the Prior Plan and (ii) all |
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| January 29, 2021 |
EX-10.15 13 filename13.htm Execution Exhibit 10.15 TERM LOAN AGREEMENT dated as of September 24, 2020 between NEUROPACE, INC. as Borrower, The SUBSIDIARY GUARANTORS from Time to Time Party Hereto, The Lenders from time to time party hereto and CRG SERVICING LLC, as Administrative Agent and Collateral Agent U.S. $60,000,000 TABLE OF CONTENTS Page SECTION 1 DEFINITIONS 1 1.01 Certain Defined Terms 1 |
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| January 29, 2021 |
Exhibit 10.11 July 23, 2019 Michael Favet [Address Intentionally Omitted] Dear Mike: On behalf of NeuroPace, Inc. (the ?Company?), I am pleased to offer you the position of President and Chief Executive Officer. Speaking for myself, as well as the other members of the Board of Directors (the ?Board?), we all look forward to working with you and to your future success with the Company. The terms of |
