ORBIMED ADVISORS LLC - 14 May 2025 Form 4 Insider Report for NeuroPace Inc (NPCE)

Role: 10%+ Owner
Signature: /s/ Carl L. Gordon, Member of OrbiMed Advisors LLC
Issuer symbol: NPCE
Transactions as of: 14 May 2025
Transactions value $: -$2,665,333
Form type: 4
Filing time: 16 May 2025, 17:26:14 UTC
Previous filing: 24 Apr 2025
Next filing: 26 Jun 2025
SEC: View on sec.gov

Reporting Owners (2)

Name	Relationship	Address	Signature	Signature date	CIK
ORBIMED ADVISORS LLC	10%+ Owner	601 LEXINGTON AVENUE, 54TH FLOOR, NEW YORK	/s/ Carl L. Gordon, Member of OrbiMed Advisors LLC	16 May 2025	0001055951
OrbiMed Capital GP VI LLC	10%+ Owner	601 LEXINGTON AVENUE, 54TH FLOOR, NEW YORK	/s/ Carl L. Gordon, Member of OrbiMed Capital GP VI LLC	16 May 2025	0001682115

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NPCE	Common Stock	Sale	-$2,123,372	-134,136	-3.9%	$15.83	3,272,199	14 May 2025	See Footnotes	F1, F2
transaction	NPCE	Common Stock	Sale	-$541,960	-34,000	-1%	$15.94	3,238,199	14 May 2025	See Footnotes	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

ORBIMED ADVISORS LLC is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	These Shares are held of record by OrbiMed Private Investments VI, LP ("OPI VI"). OrbiMed Capital GP VI LLC ("GP VI") is the general partner of OPI VI. OrbiMed Advisors LLC ("OrbiMed Advisors"), a registered investment adviser under the Investment Advisers Act of 1940, as amended, is the managing member of GP VI. By virtue of such relationships, GP VI and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by OPI VI. OrbiMed Advisors exercises this investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the Shares held by OPI VI.
F2	This report on Form 4 is jointly filed by OrbiMed Advisors and GP VI. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.

Content

These Shares are held of record by OrbiMed Private Investments VI, LP ("OPI VI"). OrbiMed Capital GP VI LLC ("GP VI") is the general partner of OPI VI. OrbiMed Advisors LLC ("OrbiMed Advisors"), a registered investment adviser under the Investment Advisers Act of 1940, as amended, is the managing member of GP VI. By virtue of such relationships, GP VI and OrbiMed Advisors may be deemed to have voting and investment power with respect to the securities held by OPI VI. OrbiMed Advisors exercises this investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and W. Carter Neild, each of whom disclaims beneficial ownership of the Shares held by OPI VI.

This report on Form 4 is jointly filed by OrbiMed Advisors and GP VI. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1943, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for purposes of Section 16 of the Exchange Act, or for any other purpose.