[Form 4] zSpace, Inc. Insider Trading Activity

Rhea-AI Filing Summary

zSpace, Inc. (ZSPC) Chief Executive Officer and Director Paul Kellenberger reported the sale of 10,852 shares of common stock on 10/06/2025 at a weighted-average price of $0.9904 per share. The filing states the sale was made to cover the reporting person's tax obligations arising from a prior vesting of restricted stock units. After the transaction, the reporting person beneficially owns 43,738 shares, held directly. The seller disclosed the shares were sold in multiple transactions at prices ranging from $0.98 to $1.01, and the Form 4 was signed by an attorney-in-fact on 10/08/2025.

Insights

Corporate Governance Analyst

Insider sold shares to satisfy tax withholding after RSU vesting; meaningful ownership remains.

The reported sale of 10,852 shares at a weighted-average of $0.9904 was disclosed as a tax-cover transaction tied to vested restricted stock units, which commonly reflects a liquidity event rather than discretionary cashing out. The filing notes multiple execution prices between $0.98 and $1.01, and the reporting person retains 43,738 shares following the sale.

Risks include routine insider selling being interpreted negatively by some investors despite the stated tax purpose; the near-term metric to watch is any additional Form 4 filings within the next 30-90 days that would change beneficial ownership materially.

Insider Transactions Specialist

Transaction is a standard RSU tax-sell; transaction size is modest relative to retained holdings.

The disposal code shows a sale ("S") of 10,852 shares leaving 43,738 shares beneficially owned. The explanatory footnote explicitly ties the sale to tax obligations from a prior RSU vesting reported on 10/02/2025, which aligns with typical post-vesting withholding practices.

Monitor whether future vesting events or option exercises trigger additional withholding sales; any materially larger or pattern sales would be the next investor-relevant signal over the coming quarters.

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

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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^*

Kellenberger Paul

(Last) (First) (Middle)

C/O ZSPACE, INC.

55 NICHOLSON LANE

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
zSpace, Inc. [ ZSPC ]

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

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	10/06/2025		S		10,852(1)	D	$0.9904(2)	43,738	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. The securities reported herein were sold to cover the reporting person's tax obligations arising out of a prior vesting of restricted stock units, as originally reported by the reporting person in a Form 4 filed with the Securities and Exchange Commission (the "SEC") on October 2, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.98 to $1.01, inclusive. The reporting person undertakes to provide to zSpace, Inc. ("the Issuer"), any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.

	/s/ David Lorie, Attorney-in-Fact for Paul Kellenberger	10/08/2025
	** 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).
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