Neuropace Inc SEC Filings

NeuroPace, Inc. (NPCE) – Form 3 Initial Statement of Beneficial Ownership

Chief Financial Officer Patrick F. Williams filed an initial Form 3 for an event dated 06/20/2025. The document confirms that he currently holds no beneficial ownership—neither common stock nor derivative securities—in NeuroPace. The filing was signed by attorney-in-fact Leah Akin on 06/24/2025.

Form 3 is required when an individual becomes a Section 16 insider (director, officer, or >10 % shareholder). This submission fulfills that requirement and sets Williams’s baseline ownership level for future insider transaction reporting.

On 24 June 2025, NeuroPace (NPCE) filed a Form 4 for director Dr. Uri Geiger detailing a series of stock grants received as part of the company’s non-employee director compensation policy, issued in lieu of cash retainers.

• Latest grant: 1,140 shares on 21 June 2025 at $10.41.
• Cumulative direct holdings: 12,036 common shares after the reported transactions.
• Grant history: Eight quarterly issuances from 30 June 2023 through 21 June 2025, priced between $4.49 and $13.20, all coded “A” (acquisition).
• Indirect holdings: 4,432,948 shares held through Accelmed Partners II LP, over which Dr. Geiger exercises sole voting and dispositive control.

No shares were sold, and there are no derivative security movements disclosed. The filing is administrative, reflecting routine equity compensation rather than a strategic insider transaction.

NeuroPace director Rakhi Kumar reported multiple acquisitions of common stock between June 2023 and June 2025, received as compensation under the company's non-employee director compensation policy in lieu of quarterly retainer fees.

Key transaction details:

• Total shares accumulated: 15,594 shares
• Purchase prices ranged from $4.49 to $13.20 per share
• Largest single acquisition: 3,340 shares on June 30, 2023
• Most recent acquisition: 1,440 shares at $10.41 on June 21, 2025

All transactions were direct acquisitions, with shares held in direct ownership. The consistent pattern of quarterly acquisitions suggests regular board compensation practices, with share quantities varying based on the prevailing stock price at each grant date.

Joseph Lacob, Director at NeuroPace, reported multiple acquisitions of common stock through the company's non-employee director compensation policy in lieu of quarterly retainer fees from June 2023 to June 2025.

Key transactions include:

• Nine separate acquisitions totaling 11,696 shares at prices ranging from $4.49 to $13.20
• Most recent acquisition: 1,080 shares at $10.41 on June 21, 2025
• Current direct ownership: 12,080 shares
• Significant indirect ownership through: - Lacob Ventures LLC: 128,174 shares - LCT18 Investments: 223,554 shares

Total beneficial ownership (direct and indirect) amounts to 363,808 shares, demonstrating substantial insider stake in the company. All direct acquisitions were made as compensation for board service rather than open market purchases.

NeuroPace director Frank M. Fischer reported multiple acquisitions of common stock through the company's non-employee director compensation policy in lieu of quarterly retainer fees from June 2023 to June 2025. Key transactions include:

• Most recent acquisition: 2,281 shares at $10.41 per share on June 21, 2025
• Largest acquisition: 4,469 shares at $4.49 per share on June 30, 2023
• Total shares accumulated: Increased position from 570,126 to 589,531 shares
• Share price range: $4.49 to $13.20 across nine quarterly acquisitions

All transactions were direct ownership acquisitions, with no derivative securities involved. The consistent pattern of stock acquisitions in lieu of cash compensation demonstrates the director's long-term alignment with shareholder interests and confidence in the company's future.

NeuroPace announced significant leadership changes in its executive team. Rebecca Kuhn has stepped down as Chief Financial Officer and Vice President of Finance and Administration, transitioning to Senior Strategic Advisor—Finance effective June 20, 2025.

Key Details of Kuhn's Transition:

• Will provide consulting services through June 19, 2026
• Receives 12 months base salary severance and 18 months COBRA reimbursement
• One-time cash payment of $88,885 (pro-rated 2025 bonus)
• Equity awards continue vesting during consulting period

Patrick F. Williams appointed as new CFO with compensation package including:

• $500,000 annual base salary with 60% target bonus
• Sign-on equity awards: 10,370 RSUs and 17,600 stock options
• New hire equity awards: 41,480 RSUs and 70,350 stock options
• Four-year vesting schedule with 25% first-year cliff