Every 8-K that ZSPACE INC NEW (ZSPC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ZSPC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ZSPC filings page.
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.
zSpace, Inc. restructured about $12.0 million of debt owed to 3i, LP and Fiza Investments Limited through a mix of equity, new preferred stock and amended note terms. 3i converted $2,000,000 of senior secured notes into common stock at $0.2385 per share and accepted a nine‑month conversion moratorium plus a nine‑month amortization schedule on the remaining note.
Fiza converted $7,201,694.89 of principal into common stock at $0.2385 and $2,802,220.87 of interest into 2,802,221 shares of new Series P‑2 Convertible Preferred Stock with an 18% annual cumulative dividend. The company also cut authorized Series P preferred shares to 2,000,000, reset their conversion price to $1.00, and created up to 3,000,000 Series P‑2 shares, which rank senior to common and carry delayed, ownership‑capped conversion rights.
zSpace, Inc. reported first quarter 2026 results and announced a formal review of strategic alternatives to maximize long-term shareholder value. Revenue was $5.3 million, down from $6.8 million a year earlier, mainly due to war-related delays and returns of EMEA orders tied to the Iran conflict.
Gross margin improved to 53%, up 570 basis points year over year, helped by better hardware costs and more company-owned software content. Operating expenses excluding stock-based compensation fell to $5.2 million from $7.6 million, and adjusted EBITDA loss narrowed to ($2.1) million from ($4.4) million, showing tighter cost control.
Bookings were $6.1 million, down 8% year over year, with backlog at $3.8 million. Annualized contract value for renewable software was $10.1 million, 13% lower than a year ago but slightly above December 31, 2025. zSpace ended March 31, 2026 with $2.9 million in cash, cash equivalents and restricted cash, up from $1.1 million a year earlier.
zSpace, Inc. reports that Nasdaq’s Listing Qualifications staff has determined to delist its common stock from the Nasdaq Capital Market after the shares traded at or below $0.10 for ten consecutive trading days during an existing bid-price compliance period.
The company had already implemented a 1‑for‑25 reverse stock split, effective April 20, 2026, to regain compliance with the $1.00 minimum bid price rule. Nasdaq plans to suspend trading in the stock on April 28, 2026 and file a Form 25‑NSE to remove the securities from listing and registration.
zSpace plans to appeal the staff determination to a Nasdaq Hearings Panel by April 28, 2026. A timely appeal would stay the Form 25‑NSE and removal from listing, but would not prevent the trading suspension. The company cautions there is no assurance the appeal will succeed.
zSpace, Inc. is implementing a 1-for-25 reverse stock split of its common stock, effective at 11:59 p.m. Eastern on April 20, 2026, with trading on a split-adjusted basis beginning April 21, 2026. The move is intended to raise the share price to regain compliance with the Nasdaq Capital Market minimum bid price requirement.
Every 25 issued and outstanding shares will convert into one share, with any fractional shares rounded up to the next whole share. As of April 14, 2026, 75,981,805 shares were outstanding, which will result in approximately 3,039,272 shares after the split. The reverse split affects all stockholders uniformly and does not change authorized share counts or individual ownership percentages, aside from fractional share adjustments.
zSpace, Inc. reported weaker fourth quarter and full-year 2025 results, with both revenue and losses moving in an unfavorable direction. Fourth quarter revenue fell to $4.8 million from $8.5 million a year earlier, while full-year revenue declined to $27.9 million from $38.1 million.
Despite the revenue drop, profitability on each dollar of sales improved. Fourth quarter gross margin rose to 49.1% from 40.7%, and full-year gross margin increased to 47.6% from 40.9%, helped by better hardware costs and a higher mix of company-owned software. However, operating expenses grew, and net loss widened to ($7.3) million in the quarter and ($25.4) million for the year.
The balance sheet shows pressure, with cash, cash equivalents and restricted cash at $1.0 million as of December 31, 2025, down from $4.9 million a year earlier, while total liabilities rose to $30.1 million. Software-focused metrics were also soft: Annualized Contract Value of renewable software fell to $9.9 million, Net Dollar Revenue Retention was 71% for larger customers, and 2025 bookings declined, leaving a backlog of $3.6 million at year-end.
zSpace, Inc. refinanced its existing Itria Ventures debt with a new $1,344,500 term loan bearing 18.99% annual interest. The loan is repaid over 24 monthly installments, carries a second‑priority lien on most assets, and is guaranteed by two wholly owned subsidiaries. Prior Itria agreements totaling $2,000,000 in original principal were fully repaid and terminated, and an amended intercreditor agreement keeps Itria subordinated to the senior lender.
The company also agreed with Fiza Investments to a moratorium on interest payments under the Fiza Loan Agreement until December 31, 2026. During this period, interest continues to accrue and is capitalized into principal, after which monthly interest‑only payments resume.
zSpace, Inc. is expanding its existing senior secured convertible note financing with its institutional investor. The company amended the securities purchase agreement to allow multiple closings and expects a second closing on March 16, 2026.
At this second closing, zSpace will issue an additional senior secured convertible note with an original principal amount of $4,301,075. The company plans to use the net proceeds to repay approximately $2,000,000 of existing debt owed to the same investor, with the remainder for working capital and general corporate purposes.
The additional note will mature on March 15, 2028, has an initial conversion price of $0.28 per share, and includes a conversion floor price of $0.05 per share. It is substantially similar to the original $13,978,495 senior secured convertible note issued in April 2025.
zSpace, Inc. reported that stockholders holding 50.33% of its voting power approved, by written consent, an authorization for the board to implement a reverse stock split of its common stock. The split ratio may be set by the board between 1-for-15 and 1-for-25.
The board may decide whether to proceed with the reverse split and choose the exact ratio at any time up to one year after a Definitive Information Statement on Schedule 14C is filed. On the March 12, 2026 record date, the company’s capital stock represented 37,142,955 votes, with 18,694,538 votes supporting the action.
The written consent will become effective 20 days after the Definitive Information Statement on Schedule 14C is mailed to stockholders. The approval also covers an amendment to the certificate of incorporation to effect the reverse split, which would be filed with the Delaware Secretary of State if the board proceeds.
zSpace, Inc. entered into a Securities Purchase Agreement with an institutional investor to issue Series P Convertible Preferred Stock and five-year common stock warrants in one or more closings. At the initial closing, the investor bought 1,500,000 Series P shares and warrants for 1,000,000 common shares for $3,000,000, at $2.00 per preferred share and an initial warrant exercise price of $3.00 per share. The parties may agree to additional closings over one year for total purchases up to $10,000,000.
The new Series P Preferred Stock authorizes up to 5,000,000 shares with a stated value of $2.00 per share and cumulative dividends of 18% per year, paid in additional preferred shares. Holders receive the stated value plus accrued dividends before common shareholders in a liquidation or change of control.
Series P votes with common stock on an as-converted basis and has protective voting rights over key corporate actions. Holders can start converting to common stock after the third anniversary, initially at a conversion price equal to the $2.00 stated value, with anti-dilution adjustments. All Series P converts automatically on the fifth anniversary at the lower of the then-current conversion price or 80% of the 90-day volume-weighted average price. Conversions are limited by 4.99% and optional 9.99% ownership caps and an exchange cap tied to trading market rules.
zSpace, Inc. entered into an amendment to its senior secured convertible note originally issued in the principal amount of $13,978,495. The amendment reduces the note’s conversion “Floor Price” from $0.60 per share of common stock to $0.22 per share, with customary adjustments for stock splits and similar events. It also changes the “Equity Conditions” that must be met for the company to make installment payments in shares, cutting the required minimum 20-day VWAP from $0.75 to $0.30. All other terms of the note remain in effect, and the full amendment is filed as an exhibit.
zSpace, Inc. has been notified by Nasdaq that its common stock no longer meets the exchange’s $1.00 minimum bid price requirement, after trading below that level for 30 consecutive business days. The stock continues to trade on the Nasdaq Capital Market, and the company has 180 calendar days, until June 9, 2026, to regain compliance by maintaining a bid of at least $1.00 for 10 consecutive business days.
If compliance is not restored, Nasdaq may move to delist the shares, though zSpace could appeal to a hearings panel. Separately, as part of a restructuring, the board is being reduced from seven to five directors, with Angela Prince and Pankaj Gupta stepping down; committee memberships have been realigned, and Mr. Gupta will remain as a board observer.
zSpace, Inc. furnished an 8-K announcing its financial results for the fiscal quarter ended September 30, 2025. The press release titled “zSpace Reports Third Quarter 2025 Financial Results” is included as Exhibit 99.1 and incorporated by reference.
The company will host a conference call and live webcast on November 13, 2025 at 5:00 p.m. ET / 2:00 p.m. PT, accessible via the Events and Presentations section of its investor relations website.
zSpace, Inc. (ZSPC) amended its Senior Secured Convertible Note originally issued on April 11, 2025 in the principal amount of $13,978,495. The amendment lowers the Note’s “Floor Price” from $1.98 to $0.60 per share, subject to customary adjustments. It also revises “Equity Conditions” used for share-settled installment payments by reducing the 20‑day minimum VWAP from $1.98 to $0.75 and the 20‑day minimum average daily trading volume from $300,000 to $200,000.
Separately, at the 2025 annual meeting, stockholders elected four Class I directors and approved: auditor ratification (UHY LLP), share issuances tied to a Convertible Promissory Note and a Common Stock Purchase Agreement under Nasdaq Rule 5635(d), and an amendment permitting stockholder action by written consent. A quorum of 18,240,193.1 shares (75.89% of 24,035,867 outstanding as of August 21, 2025) was present.
zSpace, Inc. reported that it received a notice from Nasdaq stating the company is not in compliance with the Nasdaq Global Market requirement to maintain a minimum market value of publicly held shares (MVPHS) of $15 million. The company’s MVPHS was below this level for 30 consecutive business days.
The notice does not immediately affect trading of zSpace’s common stock, and the company has 180 calendar days, until March 30, 2026, to regain compliance. To do so, its MVPHS must be at least $15 million for a minimum of 10 consecutive business days, unless Nasdaq requires a longer period.
If zSpace does not regain compliance, its securities may be delisted, though the company could appeal and is evaluating options such as applying to transfer its listing to the Nasdaq Capital Market. The company cautions there is no assurance it will meet Nasdaq’s requirements or obtain any requested relief.
zSpace, Inc. (ZSPC) reported material financing agreements. The company filed an 8-K disclosing two Business Loan and Security Agreements, each in the amount of $1,000,000 dated August 20, 2025, and an Intercreditor Agreement among Itria Ventures LLC, zSpace, Inc. and 3i, LP dated August 20, 2025. The filing cites Item 1.01 (entry into a material definitive agreement), Item 2.03 (creation of a direct financial obligation or off-balance sheet arrangement) and Item 9.01 (financial statements and exhibits). The cover page interactive data file is included, and the form is dated August 22, 2025, signed by Chief Financial Officer Erick DeOliveira. The filing documents the existence and dates of the agreements but does not disclose loan terms beyond the stated principal amounts or intended use of proceeds.