Welcome to our dedicated page for zSpace SEC filings (Ticker: ZSPC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to zSpace, Inc. (NASDAQ: ZSPC) SEC filings, offering a structured view of the company’s regulatory disclosures as a technology and computer hardware issuer focused on AR/VR learning solutions. Through these documents, investors can review how zSpace reports its financial results, financing arrangements, governance decisions, and interactions with The Nasdaq Stock Market.
Annual reports on Form 10-K and quarterly reports on Form 10-Q describe zSpace’s business, risk factors, and financial statements, including revenue from hardware, software, and services, as well as internal metrics such as bookings, Annualized Contract Value (ACV), and Net Dollar Revenue Retention (NDRR). These filings also discuss trends in software and services revenue, gross margins, operating expenses, and liquidity.
Current reports on Form 8-K highlight material events, such as notices from Nasdaq regarding continued listing requirements, strategic restructuring initiatives, loan and security agreements, equity financing arrangements, and the announcement of quarterly financial results. For example, recent 8-K filings describe Nasdaq notifications related to minimum market value of publicly held shares and minimum bid price rules, as well as amendments to a senior secured convertible note and new loan agreements.
Proxy statements on Schedule 14A provide detail on corporate governance, director elections, committee structures, and shareholder proposals, including approvals for share issuances under Nasdaq rules and amendments to the certificate of incorporation. Registration statements, such as Form S-1, outline terms of committed equity financing facilities and resale registrations tied to common stock purchase agreements.
On Stock Titan, zSpace filings are complemented by AI-powered summaries that explain the key points of lengthy documents, helping readers quickly understand items like financing terms, compliance notices, and shareholder voting outcomes. Real-time updates from EDGAR ensure that new 10-K, 10-Q, 8-K, proxy, and registration filings appear promptly, while dedicated sections for ownership and insider activity allow users to monitor Form 3, 4, and 5 submissions when available.
Use this page to navigate zSpace’s regulatory history, analyze how management communicates with investors, and see how capital structure, governance, and listing status are documented over time in official SEC filings.
zSpace, Inc. director Amit S. Jain reported receiving a grant of 13,441 Restricted Stock Units (RSUs) that convert into an equal number of shares of common stock. The RSUs vest in four equal quarterly installments starting on July 1, 2026, with each vesting date requiring Mr. Jain to remain in continuous service with the company. The award was granted under zSpace’s 2024 Equity Incentive Plan and the board’s annual compensation policy, reflecting stock-based compensation rather than any open-market share purchase or sale.
zSpace, Inc. Chief Financial Officer Erick DeOliveira reported equity compensation activity involving Restricted Stock Units (RSUs) and common stock. On April 1, 2026, he exercised RSUs covering 17,000 and 4,083 shares of common stock at a conversion price of $0.00 per share.
Following these exercises, he directly held 61,583 shares of common stock. He also reported a new award of 136,000 RSUs granted under the Company’s 2024 Equity Incentive Plan, bringing his directly held RSU balance to 236,667 units.
The newly granted 136,000 RSUs vest in four equal quarterly installments starting July 1, 2026, with continued service required on each vesting date.
zSpace, Inc. filed its Annual Report describing a challenged 2025 marked by falling sales and funding pressure in its K‑12 education market. Consolidated revenue for the year ended December 31, 2025 decreased 27% versus 2024, following a 13% decline in 2024 versus 2023, as federal stimulus and U.S. Department of Education funding disruptions reduced school technology budgets.
The company reported a $25.4 million net loss for 2025 and an accumulated deficit of $315.8 million, and its auditor raised substantial doubt about its ability to continue as a going concern. zSpace carries about $17.7 million of debt maturing between 2026 and 2027 and plans to refinance and raise new capital.
zSpace focuses on AR/VR learning tools for U.S. K‑12 and CTE programs and is deployed in more than 3,500 U.S. public school districts, including over 80% of the largest 100 by enrollment. As of March 23, 2026, it had 38,654,852 common shares outstanding and a non‑affiliate market value of roughly $16.2 million based on a June 30, 2025 share price of $3.26.
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. has disclosed that holders controlling a majority of votes approved a written consent to permit the Board to effect a reverse stock split of the Company’s common stock at a ratio between 1-for-15 and 1-for-25.
The Written Consent was executed after the close of business on March 12, 2026 (Record Date) and dated March 13, 2026. As of the Record Date there were 35,642,955 shares of Common Stock issued and outstanding. The Board may file a Certificate of Amendment to implement the Reverse Stock Split on or after the 20th calendar day following mailing of this Information Statement, and may select the Final Ratio within the approved range at any time prior to the one-year anniversary of the filing.
The Company states the Reverse Stock Split is intended to help meet Nasdaq’s minimum bid price requirement of $1.00 per share and notes it received a notice of non-compliance; the Nasdaq compliance period runs through June 9, 2026. The Board may elect not to implement the Reverse Stock Split; if effected, fractional shares will be rounded up to whole shares and no cash will be paid in lieu of fractions.
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. informed stockholders that holders of a majority of voting power approved by written consent a Certificate of Amendment to effect a reverse stock split of Common Stock at a ratio the Board may choose between 1-for-15 and 1-for-25. The Written Consent was dated March 13, 2026 and the Board may effect the Reverse Stock Split by filing the Amendment with the Delaware Secretary of State; the Board may select the Final Ratio at any time within one year of the Information Statement filing. As of the Record Date, there were 35,642,955 shares of Common Stock outstanding and the Consenting Stockholders held 18,694,538 votes, representing 50.33% of voting power. The stated purpose is to raise the per-share trading price to address Nasdaq’s minimum bid price requirement.
zSpace, Inc. is registering up to 12,500,000 shares of common stock for resale by two financing partners. The shares include up to 5,000,000 shares tied to a common stock purchase agreement with Tumim Stone Capital and up to 7,500,000 shares issuable upon conversion of a senior secured convertible note held by 3i, LP.
zSpace is not selling shares under this prospectus and will not receive proceeds from resales, but may raise up to an additional $24.4 million from future sales of equity line shares to Tumim under a $30 million purchase agreement. After this registration, 45,802,983 shares of common stock are expected to be outstanding, compared with 33,302,983 shares outstanding as of January 31, 2026.
The company provides augmented and virtual reality learning technology to K‑12 and career education markets but has a history of losses, including a net loss of $18.1 million for the nine months ended September 30, 2025 and an accumulated deficit of $308.5 million. zSpace carries about $18.7 million of debt, faces going‑concern uncertainty, relies heavily on government‑funded school budgets, and is controlled by three Cayman Islands stockholders that collectively own about 54.8% of its common stock.