NeuroPace CEO has 1,310 shares withheld for taxes

NeuroPace CEO Joel Becker reported a small tax-related share withholding tied to RSU vesting, leaving him with 138,000 directly held shares.

Rhea-AI Filing Summary

NeuroPace Inc (NPCE) reported that Chief Executive Officer and director Joel Becker had 1,310 shares of common stock withheld on September 3, 2026 to satisfy tax withholding obligations arising from the vesting of a restricted stock unit award. After this tax-withholding disposition, he holds 138,000 shares of NeuroPace common stock directly. No Rule 10b5-1 trading plan is reported for this transaction.

Insider Trade Summary

Tax Withholding: 1,310 shares

Tax Withholding 1 txn

Insider Becker Joel

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	1,310	$14.75	$19K

Holdings After Transaction: Common Stock — 138,000 shares (Direct)

Footnotes (1)

1. F1. 1. Represents the number of shares withheld by the Issuer on September 3, 2026 to satisfy tax withholding obligations in connection with the vesting of a restricted stock unit award.

Key Figures

Shares withheld for tax obligations: 1,310 shares Per-share value for withheld shares: $14.75 per share Shares held after transaction: 138,000 shares

3 metrics

Shares withheld for tax obligations 1,310 shares Common stock withheld on September 3, 2026 to satisfy tax withholding for RSU vesting

Per-share value for withheld shares $14.75 per share Value used for the 1,310 shares withheld to satisfy tax withholding obligations

Shares held after transaction 138,000 shares Directly held NeuroPace common stock by CEO Joel Becker following the September 3, 2026 transaction

Key Terms

restricted stock unit award, tax withholding obligations, Common Stock

3 terms

restricted stock unit award financial

"in connection with the vesting of a restricted stock unit award"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

tax withholding obligations financial

"to satisfy tax withholding obligations in connection with the vesting"

Common Stock financial

"security title is listed as Common Stock for the reported transaction"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

What did NeuroPace (NPCE) CEO Joel Becker report in this Form 4?

He reported that 1,310 shares of NeuroPace common stock were withheld on September 3, 2026 to satisfy tax withholding obligations related to the vesting of a restricted stock unit award.

Was the NeuroPace (NPCE) Form 4 transaction an open-market sale?

No. The filing states the 1,310 shares represented shares withheld by the issuer to cover tax withholding obligations from a restricted stock unit vesting, rather than an open-market sale.

How many NeuroPace (NPCE) shares does Joel Becker hold after this transaction?

Following the reported tax-withholding disposition, Joel Becker directly holds 138,000 shares of NeuroPace common stock, as stated in the Form 4.

At what price were the NeuroPace (NPCE) shares withheld for taxes valued?

The 1,310 withheld shares were valued at $14.75 per share for the purpose of satisfying tax withholding obligations in connection with the vesting restricted stock unit award.

Was NeuroPace (NPCE) CEO Joel Becker’s Form 4 transaction under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as an affirmative plan, so no Rule 10b5-1 trading plan is reported for this tax-withholding transaction.

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Available on EDGAR 09/04/2026 - 05:43 PM Accepted by SEC EDGAR 09/04/2026 - 05:42 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Becker Joel

(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
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2026

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	09/03/2026		F		1,310(1)	D	$14.75(1)	138,000	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. 1. Represents the number of shares withheld by the Issuer on September 3, 2026 to satisfy tax withholding obligations in connection with the vesting of a restricted stock unit award.

Remarks:

	/s/ Leah Akin, Attorney-in-Fact	09/04/2026
	** 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)