NeuroPace Inc 10-K

Item 3. Legal Proceedings. Legal Proceedings We are, and from time to time may become, involved in legal proceedings in the ordinary course of business. Such legal proceedings may negatively impact our business and financial position, result in brand or reputational harm, and divert the attention of our management from core operations of our business. For example, on April 20, 2021, we received correspondence from the United States Department of Treasury regarding an inquiry into a matter that may fall under the jurisdiction of the Committee on Foreign Investment in the United States, or CFIUS. While we believe that our RNS System is not a critical technology for which CFIUS would have jurisdiction and does not pose a national security risk, we are cooperating fully with CFIUS on the matter. On October 18, 2021, three stockholders of NeuroPace, James Jacoby, George Vachtsevanos, and Javier Echauz, filed a complaint in the United States District Court for the Northern District of California, entitled James 102 Jacoby et al. v. NeuroPace, Inc., et al. , Case No. 3:21-cv-8136, against NeuroPace and our board of directors. The complaint alleges various claims related to our reverse stock split and seeks, among other relief, damages and attorney’s fees. The complaint was amended on December 28, 2021 to name additional defendants. We believe there is no merit to these allegations and intend to vigorously defend ourselves against this action. Item 4. Mine Safety Disclosures. None. 103 PART II