NeuroPace CEO has 1,255 shares withheld for taxes

NeuroPace Inc director and CEO Joel Becker reported a routine share disposition tied to equity compensation.

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Form Type

Rhea-AI Filing Summary

NeuroPace Inc director and CEO Joel Becker reported a routine share disposition tied to equity compensation. On June 3, 2026, 1,255 shares of common stock were withheld by the company at $15.88 per share to cover tax obligations from a restricted stock unit vesting. After this tax-withholding event, Becker directly holds 140,436 shares of NeuroPace common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 1,255 shares

Exercise Price or Tax Liability 1 txn

Insider Becker Joel

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	1,255	$15.88	$20K

Holdings After Transaction: Common Stock — 140,436 shares (Direct)

Footnotes (1)

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

Key Figures

Shares withheld for taxes: 1,255 shares Withholding price: $15.88 per share Shares held after transaction: 140,436 shares +1 more

4 metrics

Shares withheld for taxes 1,255 shares Tax withholding from RSU vesting on June 3, 2026

Withholding price $15.88 per share Value used for tax-withholding disposition

Shares held after transaction 140,436 shares Direct NeuroPace common stock holdings after June 3, 2026 event

Transaction type Tax-withholding disposition (Code F) Payment of tax liability by delivering securities

Key Terms

restricted stock unit, tax withholding obligations, tax-withholding disposition

3 terms

restricted stock unit financial

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

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

tax withholding obligations financial

"withheld by the Issuer on June 3, 2026 to satisfy tax withholding obligations"

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did NeuroPace (NPCE) CEO Joel Becker report?

Joel Becker reported a tax-related share disposition. On June 3, 2026, 1,255 NeuroPace common shares were withheld by the company to satisfy tax obligations from a restricted stock unit vesting, rather than being sold on the open market.

How many NeuroPace (NPCE) shares were withheld for Joel Becker’s taxes?

A total of 1,255 NeuroPace common shares were withheld. The company retained these shares at $15.88 per share to cover tax withholding obligations arising from the vesting of a restricted stock unit award granted to Joel Becker.

Did NeuroPace (NPCE) CEO Joel Becker sell shares in this Form 4 filing?

No open-market sale occurred in this filing. The 1,255 shares reported were withheld by NeuroPace to pay taxes on a vesting restricted stock unit award, a common administrative transaction rather than a discretionary stock sale by Joel Becker.

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

Following the tax-withholding disposition, Joel Becker directly holds 140,436 NeuroPace common shares. This figure reflects his position after 1,255 shares were withheld by the company to satisfy tax obligations related to a restricted stock unit vesting.

What does the F code mean in Joel Becker’s NeuroPace (NPCE) Form 4?

The F transaction code indicates shares were used to pay taxes or exercise costs. Here, 1,255 NeuroPace shares were withheld by the issuer on June 3, 2026 to satisfy tax withholding obligations from a restricted stock unit award vesting, not a market trade.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/04/2026 - 04:03 PM EDT

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)
06/03/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/03/2026		F		1,255⁽¹⁾	D	$15.88⁽¹⁾	140,436	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the number of shares withheld by the Issuer on June 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	06/04/2026
	** 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)

Source: View Original Filing on SEC EDGAR