NeuroPace (NPCE) CEO settles RSU tax bill with 1,126 shares

Rhea-AI Filing Summary

NeuroPace Inc (NPCE) reported an insider tax-withholding transaction by Chief Executive Officer and director Joel Becker. On August 27, 2026, 1,126 shares of common stock were withheld by NeuroPace to satisfy tax withholding obligations arising from the vesting of a restricted stock unit award. Following this withholding transaction, Becker directly held 139,310 shares of NeuroPace common stock.

Insider Trade Summary

Net Seller: 1,126 shares

Net Sell 1 txn

Insider Becker Joel

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	1,126	$14.13	$16K

Holdings After Transaction: Common Stock — 139,310 shares (Direct)

Footnotes (1)

1. F1. Represents the number of shares withheld by the Issuer on August 27, 2026 to satisfy tax withholding obligations in connection with the vesting of a restricted stock unit award.

Key Figures

Shares withheld for tax: 1,126 shares Transaction price per share: $14.13 per share Shares held after transaction: 139,310 shares

3 metrics

Shares withheld for tax 1,126 shares Withheld on August 27, 2026 to satisfy tax withholding on RSU vesting

Transaction price per share $14.13 per share Applied to shares withheld for tax on August 27, 2026

Shares held after transaction 139,310 shares Direct holdings of Joel Becker after August 27, 2026 withholding

Key Terms

restricted stock unit award, tax withholding obligations, Payment of tax liability by delivering or withholding securities

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"

Payment of tax liability by delivering or withholding securities financial

"transaction_code_description: Payment of tax liability by delivering or withholding"

FAQ

What insider transaction did NPCE report for CEO Joel Becker on August 27, 2026?

NeuroPace reported that CEO Joel Becker had 1,126 NPCE common shares withheld on August 27, 2026 to satisfy tax withholding obligations related to the vesting of a restricted stock unit award.

Was the August 27, 2026 NPCE Form 4 transaction an open market sale?

No. The Form 4 states the transaction was a Payment of tax liability by delivering or withholding securities, with 1,126 shares withheld by NeuroPace in connection with RSU vesting, not an open market sale.

How many NPCE shares did Joel Becker hold after the August 27, 2026 transaction?

After the tax-withholding transaction on August 27, 2026, Joel Becker directly held 139,310 shares of NeuroPace common stock, as reported in the Form 4.

What price per share was used for the NPCE tax-withholding transaction?

The Form 4 reports a transaction price of $14.13 per share applied to the 1,126 withheld shares in connection with satisfying tax withholding obligations for the RSU vesting.

Does the NPCE Form 4 indicate a Rule 10b5-1 trading plan for this transaction?

No. The filing’s Rule 10b5-1 checkbox is not affirmed (set to false), and the footnote describes only tax withholding for RSU vesting, with no reference to a trading plan.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/28/2026 - 05:05 PM Accepted by SEC EDGAR 08/28/2026 - 05:04 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)
08/27/2026

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	08/27/2026		F		1,126(1)	D	$14.13(1)	139,310	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. Represents the number of shares withheld by the Issuer on August 27, 2026 to satisfy tax withholding obligations in connection with the vesting of a restricted stock unit award.

Remarks:

	/s/ Leah Akin, Attorney-in-Fact	08/28/2026
	** 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)