NeuroPace investor Mathew Arens reports 12.25% stake

First Light Asset Management and Mathew P. Arens report over 11%–12% beneficial ownership positions in NeuroPace common stock on an amended Schedule 13G.

Rhea-AI Filing Summary

NeuroPace Inc (NPCE) received an amended Schedule 13G/A reporting significant ownership by First Light Asset Management, LLC and Mathew P. Arens. First Light Asset Management may be deemed to beneficially own 4,043,931 shares of common stock, representing 11.78% of the outstanding class.

Mathew P. Arens may be deemed to beneficially own 4,203,931 shares, or 12.25% of the common stock, including shares held through accounts advised by the Manager, 130,000 shares held directly with sole control, and 30,000 shares held in a joint account. Voting and dispositive powers are largely shared through the advisory relationships described.

Key Figures

Shares beneficially owned by First Light Asset Management: 4,043,931 shares Ownership percentage of First Light Asset Management: 11.78% Shares beneficially owned by Mathew P. Arens: 4,203,931 shares +5 more

8 metrics

Shares beneficially owned by First Light Asset Management 4,043,931 shares Common stock of NeuroPace reported on Schedule 13G/A Item 4(a)

Ownership percentage of First Light Asset Management 11.78% Percent of NeuroPace common stock class reported in Item 4(b)

Shares beneficially owned by Mathew P. Arens 4,203,931 shares Total beneficial ownership in NeuroPace common stock

Ownership percentage of Mathew P. Arens 12.25% Percent of NeuroPace common stock class reported in Item 4(b)

Sole voting and dispositive power of First Light Asset Management 0 shares Item 4(c)(i) and 4(c)(iii) sole power figures

Shared voting power of First Light Asset Management 4,043,931 shares Item 4(c)(ii) shared power to vote

Sole voting and dispositive power of Mathew P. Arens 130,000 shares Directly held shares with sole control reported in Item 4(c)

Shared voting and dispositive power of Mathew P. Arens 4,073,931 shares Item 4(c)(ii) and 4(c)(iv) shared powers including joint account

Key Terms

beneficial owner, shared voting power, shared dispositive power, sole voting power, +1 more

5 terms

beneficial owner regulatory

"The Manager may be deemed to be the beneficial owner of 4,043,931"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

shared voting power regulatory

"Shared Voting Power 4,043,931.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power regulatory

"Shared Dispositive Power 4,043,931.00"

sole voting power regulatory

"Sole Voting Power 0.00"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

Schedule 13G regulatory

"beneficial owner of any securities covered by this for any other purposes other than Section 13(d)"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

FAQ

What percentage of NeuroPace (NPCE) is owned by First Light Asset Management?

First Light Asset Management, LLC may be deemed to beneficially own 4,043,931 shares of NeuroPace common stock, representing 11.78% of the outstanding class, through separately managed accounts and private funds it advises.

What is Mathew P. Arens’s reported ownership stake in NeuroPace (NPCE)?

Mathew P. Arens may be deemed to beneficially own 4,203,931 shares of NeuroPace common stock, representing 12.25% of the class. This includes shares attributed through First Light Asset Management plus 130,000 shares held directly and 30,000 shares in a joint account.

How much voting power do the filers report over NeuroPace (NPCE) shares?

First Light Asset Management reports 0 shares with sole voting power and 4,043,931 shares with shared voting power. Mathew P. Arens reports 130,000 shares with sole voting power and 4,073,931 shares with shared voting power.

How many NeuroPace (NPCE) shares does First Light Asset Management report as beneficially owned?

First Light Asset Management, LLC reports beneficial ownership of 4,043,931 shares of NeuroPace common stock, with shared voting and shared dispositive power over those shares through accounts and funds it advises.

Does the Schedule 13G/A for NeuroPace (NPCE) include any disclaimers about beneficial ownership?

Yes. The reporting persons state that the filing should not be construed as an admission that they or their affiliates are the beneficial owner of any securities covered, for purposes other than Section 13(d) of the Securities Exchange Act of 1934.

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

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Available on EDGAR 09/04/2026 - 04:46 PM Accepted by SEC EDGAR 09/04/2026 - 04:45 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

NeuroPace Inc

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

641288105

(CUSIP Number)

08/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 641288105

1

Names of Reporting Persons

First Light Asset Management, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 4,043,931.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 4,043,931.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,043,931.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

11.78 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP Number(s): 641288105

1

Names of Reporting Persons

Mathew P. Arens

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 130,000.00
6	Shared Voting Power 4,073,931.00
7	Sole Dispositive Power 130,000.00
8	Shared Dispositive Power 4,073,931.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,203,931.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

12.25 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: NeuroPace Inc
(b)	Address of issuer's principal executive offices: 455 N. Bernardo Avenue, Mountain View, CA, 94043
Item 2.
(a)	Name of person filing: This Schedule 13G is jointly filed by the following: First Light Asset Management, LLC (the "Manager") Mathew P. Arens ("Mr. Arens") The Manager may be deemed to be the beneficial owner of 4,043,931 of the Issuer's shares of common stock (the "Shares"). The Manager acts as an investment adviser to certain persons holding separately managed accounts with the Manager, each of whom has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, those shares. The Manager may also be deemed to be the beneficial owner of these shares because it acts as an investment adviser to certain private funds. Mr. Arens may also be deemed to be the beneficial owner of these shares because he controls the Manager in his position as managing member and majority owner of the Manager. Mr. Arens also directly holds 130,000 Shares in an individual capacity with sole control and 30,000 Shares held in a joint account over which he shares control. The Manager and Mr. Arens are filing this Schedule 13G/A with respect to these Shares pursuant to Rule 13d-1(b) under the Act. The Manager and Mr. Arens may be deemed to be the beneficial owner of the total amount of Shares set forth across from its or his respective name in Item 4 below. The filing of this Schedule 13G shall not be construed as an admission that the reporting persons or any of their affiliates are the beneficial owner of any securities covered by this Schedule 13G for any other purposes other than Section 13(d) of the Securities Exchange Act of 1934.
(b)	Address or principal business office or, if none, residence: Each of the reporting persons identified in Item 2(a) has its principal business office at: 3300 Edinborough Way, Suite 201, Edina, MN 55435
(c)	Citizenship: First Light Asset Management, LLC - Delaware limited liability company Mathew P. Arens - United States citizen
(d)	Title of class of securities: Common Stock, $0.01 par value
(e)	CUSIP No.: 641288105
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: First Light Asset Management, LLC - 4,043,931 Mathew P. Arens - 4,203,931
(b)	Percent of class: First Light Asset Management, LLC - 11.78% Mathew P. Arens - 12.25%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: First Light Asset Management, LLC - 0 Mathew P. Arens - 130,000
	(ii) Shared power to vote or to direct the vote: First Light Asset Management, LLC - 4,043,931 Mathew P. Arens - 4,073,931
	(iii) Sole power to dispose or to direct the disposition of: First Light Asset Management, LLC - 0 Mathew P. Arens - 130,000
	(iv) Shared power to dispose or to direct the disposition of: First Light Asset Management, LLC - 4,043,931 Mathew P. Arens - 4,073,931
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

First Light Asset Management, LLC

Signature:	/s/ Kurt T. Peterson
Name/Title:	Kurt T. Peterson/Chief Compliance Officer
Date:	09/04/2026

Mathew P. Arens

Signature:	/s/ Mathew P. Arens
Name/Title:	Mathew P. Arens/Chief Executive Officer
Date:	09/04/2026

Exhibit Information

Exhibit A: Joint Filing Agreement