NeuroPace (NPCE) director receives 1,826-share equity grant in lieu of cash fees

Rhea-AI Filing Summary

Fischer Frank M reported acquisition or exercise transactions in this Form 4 filing.

NeuroPace Inc director Frank M. Fischer received 1,826 shares of Common Stock as a grant at $13.00 per share. These shares were issued under the company’s non-employee director compensation policy in lieu of quarterly cash retainer fees.

Following this stock compensation, Fischer directly owns 595,177 shares, indicating this was a routine, compensation-related equity award rather than an open-market purchase or sale.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Fischer Frank M

(Last) (First) (Middle)

C/O NEUROPACE, INC.

455 N. BERNARDO AVENUE

(Street)

MOUNTAIN VIEW CALIFORNIA 94043

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NeuroPace Inc [ NPCE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/20/2026		A		1,826(1)	A	$13	595,177	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were issued to the Reporting Person pursuant to the Issuer's non-employee director compensation policy in lieu of quarterly retainer fees.

Remarks:

	/s/ Leah Akin, Attorney-in-Fact	03/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did NeuroPace (NPCE) report for Frank M. Fischer?

NeuroPace reported that director Frank M. Fischer received 1,826 shares of Common Stock. The shares were granted as part of the non-employee director compensation policy, issued in stock instead of paying quarterly cash retainer fees.

Was the NeuroPace (NPCE) Form 4 transaction a market purchase or sale?

The Form 4 shows a grant, not a market trade. Fischer acquired 1,826 shares as a compensation award in lieu of cash fees, so there was no open-market buying or selling involved in this transaction.

How many NeuroPace (NPCE) shares does Frank M. Fischer hold after this grant?

After the grant, Frank M. Fischer directly holds 595,177 shares of NeuroPace Common Stock. This context shows the 1,826-share award is relatively small compared with his overall reported ownership position in the company.

At what price was the NeuroPace (NPCE) director stock grant recorded?

The director stock grant was recorded at $13.00 per share. This price is used for reporting the value of the 1,826-share award, which was issued instead of paying the director’s quarterly cash retainer fees.

Why did NeuroPace (NPCE) issue shares to its director instead of paying cash?

The shares were issued under NeuroPace’s non-employee director compensation policy. That policy allows directors to receive their quarterly retainer fees in the form of Common Stock, aligning part of their compensation with company equity.