STOCK TITAN

zSpace (ZSPC) swings to Q2 2026 profit as margins rise and debt falls

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

zSpace, Inc. reported second quarter 2026 revenue of $5.4 million, down from $7.5 million a year earlier, primarily due to delayed and returned EMEA orders related to the Iran war. Despite lower sales, gross margin improved sharply to 56.4% from 42.6%, reflecting a richer software and services mix, more Company-owned content, and lower hardware costs.

Net income was $0.3 million compared with a net loss of $6.1 million in the prior-year quarter, aided by a $4.1 million gain from converting debt to equity. Annualized Contract Value of renewable software declined to $9.4 million, bookings fell 14% to $6.0 million, and Net Dollar Revenue Retention for large customers was 66% (83% excluding two prior customer losses). Cash stood at $0.9 million against total liabilities of $21.5 million, and the Board’s formal review of strategic alternatives remains ongoing.

Positive

  • Net income of $0.3 million in Q2 2026 versus a $6.1 million loss a year ago, supported by margin expansion and a gain on extinguishment of debt.
  • Gross margin increased to 56.4% from 42.6%, driven by higher-margin software and services, more Company-owned content, and a leaner hardware cost profile.
  • Operating expenses (ex-stock-based compensation) fell to $4.0 million from $7.7 million, showing substantial cost reductions.
  • Adjusted EBITDA loss narrowed to $0.9 million from $4.5 million, indicating improved underlying operating performance.
  • Total liabilities declined to $21.5 million from $34.4 million a year earlier, aided by converting a portion of outstanding debt to equity.

Negative

  • Revenue declined to $5.4 million from $7.5 million, with EMEA orders delayed and returned due to the Iran war impact.
  • Annualized Contract Value of renewable software fell to $9.4 million, a 13% decrease year-over-year, signaling pressure on recurring software revenue.
  • Bookings were $6.0 million, down 14% year-over-year, suggesting softer demand and sales activity.
  • Net Dollar Revenue Retention for larger customers was 66%, implying notable contraction and attrition, even though normalized NDRR was higher at 83%.
  • Cash, cash equivalents and restricted cash were $0.9 million versus $21.5 million in total liabilities, and stockholders’ deficit remained large at $(13.2) million.

Filing Explained

Although the release says “Margin Expansion Drives Profitability,” zSpace reported a loss from operations of $2,537 thousand for the quarter. Net income of $0.3 million also included a one-time $4,052 thousand gain from extinguishing debt, which the filing says will not recur.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $ 5,396 Revenue for the three months ended June 30, 2026
Q2 2025 Revenue $ 7,459 Revenue for the three months ended June 30, 2025
Q2 2026 Gross Margin 56.4% Gross profit percentage for the three months ended June 30, 2026
Q2 2026 Net Income $ 288 Net income for the three months ended June 30, 2026
Annualized Contract Value $ 9.4 million ACV of renewable software at June 30, 2026, down 13% year-over-year
Q2 2026 Bookings $ 6.0 million Bookings for the second quarter of 2026, down 14% year-over-year
Backlog $ 3.8 million Backlog of unfulfilled orders as of June 30, 2026
Cash and Cash Equivalents $ 856 Cash, cash equivalents and restricted cash as of June 30, 2026
Annualized Contract Value financial
"Annualized Contract Value (“ACV”) of renewable software at June 30, 2026, was $9.4 million"
Annualized contract value (ACV) is the amount of revenue a company expects to earn from a contract in one year, expressed as a yearly figure even when the deal spans multiple years or starts partway through a year. It matters to investors because it converts varied contracts into a common annual measure—like turning different-length subscriptions into a single yearly price—so revenue trends, sales performance, and valuation comparisons are easier to see.
Net Dollar Revenue Retention financial
"Net Dollar Revenue Retention (NDRR) at June 30, 2026, was 66% for customers with over $50,000 of ACV"
Net dollar revenue retention measures how much revenue a company keeps from its existing customer base over a set period after accounting for expansions, downgrades and cancellations. Expressed as a percentage, it compares current revenue from the same customers to their prior-period revenue; a number above 100% means existing customers are, on net, spending more than before. Investors use it like a health check—higher retention signals durable, growing revenue from customers and less reliance on constantly finding new buyers.
Adjusted EBITDA financial
"Adjusted EBITDA loss was ($0.9) million compared to ($4.5) million in the second quarter of 2025"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
stockholders' deficit financial
"Stockholders' deficit | ​ | $ | (13,185)"
When a company's total liabilities exceed its total assets, the owner's equity becomes negative and is reported as a stockholders' deficit. It shows that, on paper, the business owes more than it owns — like a homeowner whose mortgage balance is larger than the home's market value. Investors watch this because it signals financial strain, higher risk of dilution or default, and can limit a company's ability to pay dividends, borrow, or grow.
gain on extinguishment of convertible and other debt financial
"Gain on extinguishment of convertible and other debt | ​ | ​ | 4,052"
Revenue (Q2 2026) $ 5,396 Lower than $7,459 in Q2 2025 due to delayed and returned EMEA orders.
Gross Margin (Q2 2026) 56.4% Expanded from 42.6% in Q2 2025, driven by mix shift to software and lower hardware costs.
Net Income (Q2 2026) $ 288 Improved from a net loss of $6,102 in Q2 2025, including a gain on extinguishment of debt.
Adjusted EBITDA (Q2 2026) $ (879) Smaller loss than $(4,458) in Q2 2025, reflecting better operating performance.
Annualized Contract Value $ 9.4 million Decreased 13% year-over-year for renewable software as of June 30, 2026.
Bookings (Q2 2026) $ 6.0 million Down 14% year-over-year for the second quarter of 2026.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

How did zSpace (ZSPC) perform financially in Q2 2026?

zSpace reported Q2 2026 revenue of $5.4 million and net income of $0.3 million, compared with $7.5 million revenue and a $6.1 million net loss a year earlier, as margin expansion and a debt-conversion gain offset lower sales.

What drove the profitability improvement for zSpace (ZSPC) in Q2 2026?

Profitability improved mainly because gross margin rose to 56.4% from 42.6% and operating expenses declined. A $4.1 million gain from extinguishing convertible and other debt also contributed, together turning a prior-year loss into modest net income.

What was zSpace’s (ZSPC) bookings and backlog in Q2 2026?

zSpace’s bookings in Q2 2026 were $6.0 million, a 14% decline from the prior-year quarter. The company reported an unfulfilled order backlog of $3.8 million as of June 30, 2026, representing contracted business not yet recognized as revenue.

What does the balance sheet look like for zSpace (ZSPC) as of June 30, 2026?

As of June 30, 2026, zSpace had $0.9 million in cash, cash equivalents and restricted cash, $21.5 million in total liabilities, and a stockholders’ deficit of $(13.2) million, reflecting a highly leveraged capital structure despite liability reductions.

Is zSpace (ZSPC) conducting a strategic alternatives review?

Yes. zSpace’s Board continues an ongoing formal review of strategic alternatives aimed at maximizing long-term shareholder value. The company notes that current valuation does not fully reflect its platform strength, but no specific outcome or timeline is disclosed.

How did zSpace’s (ZSPC) adjusted EBITDA change in Q2 2026?

Adjusted EBITDA improved, with a Q2 2026 loss of $0.9 million versus a $4.5 million loss in Q2 2025. The measure excludes interest, taxes, depreciation, stock-based compensation, and fair-value and extinguishment-related items to highlight underlying operating performance.
0001637147false00016371472026-08-132026-08-13

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 13, 2026

zSpace, Inc.

(Exact name of registrant as specified in charter)

Delaware

 

001-42431

 

35-2284050

(State or other Jurisdiction of
Incorporation or Organization)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

55 Nicholson Lane

San Jose, California

 

95134

(Address of Principal Executive Offices)

 

(zip code)

 

(408) 498-4050 

 

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.00001 per share

 

ZSPC

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.02Results of Operations and Financial Condition.

On August 13, 2026, zSpace, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2026. A copy of this press release entitled “zSpace Reports Second Quarter 2026 Financial Results” is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information furnished in this report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is filed herewith:

Exhibit No.

  ​

Exhibit Description

99.1

Press release dated August 13, 2026 entitled “zSpace Reports Second Quarter 2026 Financial Results”

104

Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 13, 2026

zSpace, Inc.

 

 

 

By:

/s/ Erick DeOliveira

 

 

Erick DeOliveira

 

 

Chief Financial Officer      

Exhibit 99.1

zSpace Reports Second Quarter 2026 Financial Results

Margin Expansion Drives Profitability; Strategic Alternatives Review Remains Ongoing

SAN JOSE, Calif., August 13, 2026 – zSpace, Inc. (OTC: ZSPC) (“zSpace” or the “Company”), a leading provider of augmented and virtual reality (AR/VR) solutions for education and workforce development, is announcing its financial results for the three and six months ended June 30, 2026.

“Our second quarter results reflect the impact of the actions our management team has taken across the business, which drove net income of $0.3 million this quarter compared to a net loss of $6.1 million a year ago — even as our core K-12 markets continue to work through funding and macro disruption," said Paul Kellenberger, CEO of zSpace. "Revenue was $5.4 million, compared to $7.5 million in the prior year, though we are encouraged by early signs that demand is beginning to normalize as customers resume purchasing decisions that were paused earlier in the year. Underlying this improvement in profitability is a structural shift in our business: gross margin expanded 1,380 basis points year-over-year to 56%, driven by the continued move toward higher-margin software and services revenue, growth in Company-owned software content, and a leaner hardware cost profile. These are efforts our team has been driving for some time and that we believe should continue to support margins as they take fuller effect. Results this quarter also benefited from actions to strengthen our balance sheet, including a one-time gain recognized in connection with converting a portion of outstanding debt to equity, which will not recur in future periods. Taken together, we believe these results demonstrate our ability to execute with discipline and control what we can control, even in a K-12 environment that remains uneven. At the same time, we recognize that our current valuation does not fully reflect the strength of our platform, which is why the Board continues its ongoing formal review of strategic alternatives to ensure we are doing everything we can to maximize long-term value for our shareholders.”

Second Quarter 2026 Financial Summary vs. Same Year-Ago Period

Revenue of $5.4 million vs. $7.5 million
Software and services comprised 47% of revenue vs. 42%
Gross margin of 56% vs. 43%
Net income of $0.3 million vs. net loss of ($6.1) million
Adjusted EBITDA of ($0.9) million vs. ($4.5) million

Recent Business Highlights

zSpace announced that its technology powered breakthrough 3D thyroid reconstruction research in Italy, with partner L’ABCD Edutainment using the zSpace platform to visualize AI-generated 3D anatomical models from 2D ultrasound images.
zSpace appointed VR Expert as its first master reseller in Europe, expanding distribution of its AI-enhanced immersive learning platform to schools and institutions across the continent and accelerating adoption in STEM, CTE and workforce preparation.
zSpace eliminated over $12 million in debt through agreements with its lenders, converting outstanding principal and interest into equity to strengthen the Company’s balance sheet and support long-term growth.

zSpace highlighted its partnership with the Challenger Learning Center of Northeast Alabama, marking the opening of an immersive STEM facility featuring NASA-style mission simulations and zSpace laptops across a 12-county region.  

Second Quarter 2026 Financial Results

Revenue in the second quarter of 2026 was $5.4 million compared to $7.5 million in the second quarter of 2025. The decrease was driven by orders for EMEA that were delayed and returned as a result of the Iran war.

Gross margins increased 1,380 basis points to 56% compared to the second quarter of 2025. The increase was driven by improvements in hardware cost profiles, richer software mix of revenue, and more Company-owned software content.

Annualized Contract Value (“ACV”) of renewable software at June 30, 2026, was $9.4 million, representing a 13% decrease compared to a year ago.

Net Dollar Revenue Retention (NDRR) at June 30, 2026, was 66% for customers with over $50,000 of ACV, compared with the same customers as of June 30, 2025. Excluding the impact of two key customer losses in the third quarter of 2025, normalized NDRR was 83%.

Bookings in the second quarter of 2026 were $6.0 million, down 14% year-over-year. The backlog of unfulfilled orders as of June 30, 2026 was $3.8 million.

Operating expenses, excluding stock-based compensation expense, in the second quarter of 2026 were $4.0 million compared to $7.7 million in the second quarter of 2025.

Net income in the second quarter of 2026 was $0.3 million compared to a net loss of ($6.1) million in the second quarter of 2025.

Adjusted EBITDA loss was ($0.9) million compared to ($4.5) million in the second quarter of 2025.

Balance Sheet

As of June 30, 2026, zSpace had approximately $0.9 million in cash, cash equivalents and restricted cash, compared to $1.4 million in cash, cash equivalents and restricted cash as of June 30, 2025.

About zSpace

zSpace, Inc. (OTC: ZSPC) delivers innovative augmented and virtual reality (AR/VR) experiences that drive achievement in STEM, CTE, and career readiness programs. Trusted by over 3,500 school districts, technical centers, community colleges, and universities, zSpace enables hands-on "learning by doing" experiences proven to improve engagement and student outcomes. Headquartered in San Jose, California, zSpace holds more than 80 patents, with research published in the Journal of Computer Assisted Learning (2021) validating the impact of 3D virtual reality technologies on student knowledge gains.

Key Metric Definitions

We monitor the following key metrics to help us evaluate our business, identify trends affecting our business, formulate business plans and make strategic decisions. The calculation of the key metrics discussed below may differ significantly from other similarly titled metrics used by other companies, analysts, investors and other industry participants.

We reference bookings in this press release, which is an internal operational measure of the business. Bookings represent customer orders that have hardware, software and service components. Bookings indicate future revenue, which lags based on product shipping date, monthly recognition of certain subscription revenue and service delivery completion.


We reference Annualized Contract Value (ACV) in this press release, which is an internal operational measure of the business. To monitor our ability to retain and grow our customer base for our software we monitor the annualized contract value of active renewable software licenses.

We reference Net Dollar Revenue Retention (NDRR) in this press release, which is an internal operational measure of the business. We calculate our NDRR as of a given period end by starting with the ACV from all customers with contracts of at least $50,000 of ACV as of 12 months prior to such period end (“Prior Period ACV”) and calculating the ACV from these same customers as of the current period end (“Current Period ACV”). Current Period ACV includes any upsells and is net of contraction or attrition over the trailing 12 months but excludes revenue from new customers in the current period. We then divide the total Current Period ACV by the total Prior Period ACV to arrive at our NDRR.

We reference Adjusted EBITDA in this press release, which we calculate Adjusted EBITDA as GAAP net income (loss) adjusted for interest expense, depreciation and amortization expense, income tax expense, offering costs related to financing activities, stock-based compensation, gain on extinguishment of debt, change in fair value of convertible debt, and the change in fair value of Series P and P 2 Preferred Stock liability. We believe this measure provides our management and investors with consistency and comparability with our past financial performance and is an important indicator of the performance and profitability of our business.

Bookings, ACV, NDRR, and Adjusted EBITDA are non-GAAP financial measures (U.S. generally accepted accounting principles). These non-GAAP measures may not be comparable to similarly titled measures being disclosed by other companies. Management believes that presenting these non-GAAP financial measures provide investors with additional analytical tools which are useful in evaluating our operating results and the ongoing performance of our underlying businesses because they (i) provide meaningful supplemental information regarding financial performance by excluding impact of one-time items and other items affecting comparability between periods, (ii) permit investors to view performance using the same tools that management uses to budget, make operating and strategic decisions, and evaluate our core operating performance across periods, and (iii) otherwise provide supplemental information that may be useful to investors in evaluating our financial results. We do not, nor do we suggest that investors, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

Forward-Looking Statements

Certain statements contained in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the stabilization of the education market, the long-term potential of our business, and ability to execute with discipline. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including the uncertainties related to market conditions and other factors discussed in the "Risk Factors" section of the Company's filings with the SEC. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Any forward-looking statements contained in this press release speak only as of the date hereof, and zSpace, Inc. specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.


FINANCIAL TABLES – INCOME STATEMENT, BALANCE SHEET AND EBITDA

  ​ ​ ​

3 Months Ended June 30,

  ​ ​ ​

6 Months Ended June 30,

2026

  ​ ​ ​

2025

2026

  ​ ​ ​

2025

Revenue

$

5,396

$

7,459

$

10,647

$

14,218

Cost of goods sold

 

2,352

 

4,285

 

4,816

 

7,838

Gross profit

 

3,044

 

3,174

 

5,831

 

6,380

Gross profit %

56.4%

42.6%

54.8%

44.9%

Operating expenses:

 

  ​

 

  ​

 

  ​

 

  ​

Research and development

 

814

 

1,274

 

1,806

 

2,369

Selling and marketing

 

2,161

 

3,948

 

4,575

 

7,950

General and administrative

 

3,804

 

4,281

 

7,118

 

7,774

Gain from settlement of vendor claims

 

(1,198)

 

 

(1,198)

 

Total operating expenses

 

5,581

 

9,503

 

12,301

 

18,093

Loss from operations

 

(2,537)

 

(6,329)

 

(6,470)

 

(11,713)

Other (expense) income:

 

  ​

 

  ​

 

  ​

 

  ​

Interest expense

 

(241)

 

(301)

 

(585)

 

(803)

Other income, net

 

63

 

14

 

169

 

70

Gain on extinguishment of convertible and other debt

4,052

4,052

(Loss) gain on change in fair value of Series P Preferred Stock Liability

 

(34)

 

 

207

 

(Loss) gain on change in fair value of convertible debt

 

(1,006)

 

525

 

(3,634)

 

525

Net income (loss) before income taxes

 

297

 

(6,091)

 

(6,261)

 

(11,921)

Income tax expense

 

9

 

11

 

9

 

13

Net income (loss)

$

288

$

(6,102)

$

(6,270)

$

(11,934)

BALANCE SHEET

  ​ ​ ​

June 30,

  ​ ​ ​

June 30,

December 31, 

  ​ ​ ​

2026

2025

2025

Selected Balance Sheet Information:

  ​

  ​

  ​

Cash, cash equivalents and restricted cash

$

856

$

1,390

$

1,021

Accounts receivable, net

$

2,609

$

4,643

$

1,438

Inventory, net

$

1,996

$

2,596

$

2,404

Total Assets

$

8,282

$

12,137

$

7,586

Accounts payable & accrued expenses

$

6,288

$

10,575

$

7,784

Convertible, Series P and P 2, other debt and accrued interest

$

12,091

$

19,963

$

20,079

Total liabilities

$

21,467

$

34,433

$

30,094

Stockholders' deficit

$

(13,185)

$

(22,296)

$

(22,508)

Total Liabilities and Stockholders' Deficit

$

8,282

$

12,137

$

7,586


  ​ ​ ​

Three Months Ended June 30,

Six Months Ended June 30,

2026

  ​ ​ ​

2025

  ​ ​ ​

2026

  ​ ​ ​

2025

GAAP Net Income (Loss)

$

288

$

(6,102)

$

(6,270)

$

(11,934)

Add back (deduct):

 

  ​

 

  ​

 

  ​

 

  ​

Interest expense

 

241

 

301

 

585

 

803

Depreciation and amortization

 

3

 

2

 

6

 

3

Income tax expense

 

9

 

11

 

9

 

13

Offering costs

146

Stock-based compensation

 

1,592

 

1,855

 

3,143

 

2,828

Gain on extinguishment of convertible and other debt

(4,052)

(4,052)

Loss (gain) on change in fair value of convertible debt

 

1,006

 

(525)

 

3,634

 

(525)

Loss (gain) on change in fair value of Series P and P 2 Preferred Stock liability

 

34

 

 

(207)

Adjusted EBITDA

$

(879)

$

(4,458)

$

(3,006)

$

(8,812)

Contacts

Press Contact:

Amanda Austin

press@zspace.com

408-498-4050

Investor Relations Contact:

Gateway Group
Cody Slach, Greg Robles
949.574.3860
ZSPC@gateway-grp.com


Filing Exhibits & Attachments

4 documents