zSpace, Inc. terminated First Note with 3i, LP (effective 2026-05-28).
“wed to two noteholders: 3i, LP, a Delaware limited partnership (“3i”), and Fiza Investments Limited, a Cayman Islands entity”
zSpace, Inc. — fact timeline
Source-grounded facts extracted from zSpace, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
zSpace, Inc. amended a notes offering with 3i, LP (effective 2026-05-28).
“Simultaneously, the Second Note (as reduced by the converted amounts described above) was amended effective as of the Closing Date (as so amended, the “Amended Note”).”
zSpace, Inc. entered into Fiza Agreement with Fiza Investments Limited valued at $10,003,915.76 (effective 2026-05-28).
“On May 28, 2026, the Company also entered into, and consummated the transactions contemplated by, a Debt Conversion Agreement (the “Fiza Agreement”) with Fiza.”
zSpace, Inc. entered into 3i Agreement with 3i, LP valued at $2,000,000 (effective 2026-05-28).
“On May 28, 2026 (the “Closing Date”), the Company entered into a Debt Restructuring Agreement (the “3i Agreement”) with 3i.”
zSpace, Inc.: Creation of new Series P-2 Convertible Preferred Stock through Certificate of Designations (effective 2026-05-28).
“On May 28, 2026, the Board approved a Certificate of Designations of Series P-2 Convertible Preferred Stock of zSpace, Inc. (the “Series P-2 COD”), creating a new series of preferred stock designated as “Series P-2 Convertible Preferred Stock” upon filing with the Secretary of State of the State of Delaware.”
zSpace, Inc.: Amendment to Certificate of Designations of Series P Convertible Preferred Stock reducing authorized shares from 5,000,000 to 2,000,000 and reducing conversion price to $1.00 per share (effective 2026-05-28).
“The Series P Amendment: (i) reduces the authorized number of shares of Series P Convertible Preferred Stock from 5,000,000 to 2,000,000 shares; and (ii) reduces the current Conversion Price of the Series P Convertible Preferred Stock to $1.00 per share.”
zSpace, Inc. amended convertible notes with 3i, LP maturing eighteen (18) months after the Closing Date.
“Simultaneously, the Second Note (as reduced by the converted amounts described above) was amended effective as of the Closing Date (as so amended, the “Amended Note”). Under the Amended Note, 3i will be subject to a nine (9)-month conversion moratorium during which it may not exercise any conversion right. Commencing on the date that is nine (9) months after the Closing Date, the Company will be obligated to repay the Amended Note in nine (9) equal consecutive monthly installments of combined principal, interest and Make-Whole Amounts (as defined in the Amended Note), with the final installment due eighteen (18) months after the Closing Date.”
zSpace, Inc. reported the fiscal quarter ended March 31, 2026 results: revenue $5.3 million.
“Revenue in the first quarter of 2026 was $5.3 million compared to $6.8 million in the first quarter of 2025.”
zSpace, Inc. received a nasdaq delisting notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)(iii)).
“April 21, 2026, the Company received a subsequent written notice (the “Notice”) from the Staff of Nasdaq indicating that it has determined that, as of April 17, 2026, the Company’s securities had a closing bid price of $”
zSpace, Inc.: Filed Certificate of Amendment to effect a 1-for-25 reverse stock split of common stock (effective 2026-04-16).
“On April 16, 2026, zSpace, Inc. (the “Company”) filed a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Amended and Restated Certificate of Incorporation, as amended, to effect a reverse stock split of its issued common stock, par value $0.00001 per share (“Common Stock”), in the ratio of 1-for-25 (the “Reverse Stock Split”), to be effective at 11:59 p.m., eastern time, on April 20, 2026.”
zSpace, Inc. reported the fiscal quarter and year ended December 31, 2025 results: revenue $4.8 million, net income ($7.3) million.
“Revenue in the fourth quarter of 2025 was $4.8 million compared to $8.5 million in the fourth quarter of 2024.”
zSpace, Inc. incurred term loan of $1,344,500 with Itria Ventures LLC at 18.99% per year maturing 24-month anniversary of the funding date.
“the Lender agreed to provide the Company with a term loan in the principal amount of $1,344,500 (the “New Loan”) at an interest rate of 18.99% per year.”
zSpace, Inc. terminated a credit facility with Itria Ventures LLC (effective 2026-03-19).
“In connection with the entry into the New Loan Agreement described in Item 1.01 above, the Company repaid all outstanding principal, accrued interest, and applicable fees under the two prior Loan and Security Agreements with Itria Ventures LLC dated August 20, 2025.”
zSpace, Inc. amended Fiza Amendment with Fiza Investments Limited (effective 2026-03-22).
“On March 22, 2026, the Company and Fiza Investments Limited (“Fiza”) entered into an Amendment No. 4 (the “Fiza Amendment”) to Loan and Security Agreement dated July 11, 2024 (as amended, the “Fiza Loan Agreement”).”
zSpace, Inc. entered into New Loan Agreement with Itria Ventures LLC valued at $1,344,500 (effective 2026-03-19).
“On March 19, 2026, zSpace, Inc. (the “Company”), entered into a new Loan and Security Agreement the (“New Loan Agreement”) with Itria Ventures LLC (the “Lender”) in connection with the refinancing of all of its outstanding debt with the Lender.”
zSpace, Inc. issued convertible note to an institutional investor for original principal amount of $4,301,075.
“On the Second Closing, the Company will issue an additional Note in the original principal amount of $4,301,075 (the “Additional Note”).”
zSpace, Inc. incurred convertible notes of $4,301,075 with an institutional investor maturing March 15, 2028.
“the Company will issue an additional Note in the original principal amount of $4,301,075 (the “Additional Note”)”
zSpace, Inc. amended Amendment with the Investor valued at $4,301,075 (effective 2026-03-16).
“On March 16, 2026, the Company entered into an amendment to the Securities Purchase Agreement (the “Amendment”) providing for, among other things, multiple closings pursuant to the Securities Purchase Agreement, rather than a total of two closings.”
zSpace, Inc. entered into Securities Purchase Agreement with an institutional investor valued at $13,978,495 (effective 2025-04-10).
“On April 10, 2025, zSpace, Inc., a Delaware corporation (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with an institutional investor (the “Investor”), pursuant to which the Company sold, and the Investor purchased, a senior secured convertible note issued by the Company (the “Note,” and such financing, the “Convertible Note Financing”) in the original principal amount of $13,978,495”
zSpace, Inc. issued Warrants to purchase 1,000,000 shares of Common Stock of warrant to an institutional investor for initial exercise price $3.00 per share.
“Stock for an aggregate purchase price of $3,000,000. The initial purchase price per share of Series P Preferred Stock was $2.00. The initial exercise price for the Warrants is $3.00 per share, subject to standard and customary adjustments. The Company and the Purchaser may mutually agree to additional closings within one year of the Initial Closing, up to an”
zSpace, Inc. issued 1,500,000 shares of Series P Preferred Stock of preferred stock to an institutional investor for aggregate purchase price of $3,000,000; $2.00 per share.
“At the initial closing held on January 27, 2026 (the “Initial Closing”), the Purchaser purchased 1,500,000 shares of Series P Preferred Stock and Warrants to purchase 1,000,000 shares of Common Stock for an aggregate purchase price of $3,000,000.”
zSpace, Inc.: Filed Certificate of Designations establishing Series P Convertible Preferred Stock, with terms including cumulative 18% dividends, voting rights, and conversion provisions (effective 2026-01-27).
“On January 27, 2026, the Company filed a Certificate of Designations of Series P Convertible Preferred Stock (the “Certificate of Designations”) with the Secretary of State of the State of Delaware.”
zSpace, Inc. entered into Securities Purchase Agreement with an institutional investor valued at $3,000,000 (effective 2026-01-23).
“On January 23, 2026, zSpace, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “SPA”) with an institutional investor (the “Purchaser”), pursuant to which the Company agreed to issue and sell to the Purchaser shares of the Company’s Series P Preferred Stock (as defined below), and five-year warrants (the “Warrants”) to purchase shares of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) in one or more closings. At the initial closing held on January 27, 2026 (the “Initial Closing”), the Purchaser purchased 1,500,000 shares of Series P Preferred Stock and Warrants to purchase 1,000,000 shares of Common Stock for an aggregate purchase price of $3,000,000.”
zSpace, Inc. amended Amendment #2 to Senior Secured Convertible Note with an institutional investor (effective 2026-01-08).
“On January 8, 2026 (the “Effective Date”), zSpace, Inc. (the “Company”) entered into an Amendment #2 to Senior Secured Convertible Note (the “Amendment”) with an institutional investor (the “Holder”), which amends the terms of the Senior Secured Convertible Note in the original principal amount of $13,978,495, dated April 11, 2025 (the “Note”), previously issued by the Company to the Holder pursuant to a Securities Purchase Agreement with the Holder dated April 10, 2025, as amended.”
zSpace, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“December 11, 2025, zSpace, Inc. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in compliance with the continued listing requirement set forth in Nasdaq Listing Rule 5550(a)(2), which requires listed companies to maintain a minimum bid price of at least $1.00. Based on the Staff’s review of the Company’s closing bid price, the Company’s closing bid price was below $1.00 for the previous 30 consecutive business days. The Notice has no immediate effect on”
zSpace, Inc. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2)).
“November 25, 2025, zSpace, Inc. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in compliance with the continued listing requirement set forth in Nasdaq Listing Rule 5550(b)(2), which requires listed companies to maintain a minimum market value of listed securities (“MVLS”) of at least $35,000,000. Based on the Staff’s review of the Company’s MVLS, the Company’s MVLS was below $35 million for the previous 30 consecutive business days. The Notice has no”
zSpace, Inc. received a nasdaq deficiency notice notice regarding market value (rules 5450(b)(2)(C)).
“October 1, 2025, zSpace, Inc. (the “Company”) received a written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not in compliance with the continued listing requirement set forth in Nasdaq Listing Rule 5450(b)(2)(C), which requires listed companies to maintain a minimum market value of publicly held shares (“MVPHS”) of at least $15,000,000. Based on the Staff’s review of the Company’s MVPHS, the Company’s MVPHS was below $15 million for the previous 30 consecutive business days. The Notice”
zSpace, Inc. incurred term loan of $1,000,000 each for an aggregate total of $2,000,000 with Itria Ventures LLC at 18.00% per year and 18.99% per year maturing 15-month anniversary and 18-month anniversary of the funding date.
“On August 20, 2025, zSpace, Inc. (the “Company”) entered into two Loan and Security Agreements the (“Loan Agreements”) with Itria Ventures LLC (the “Lender”). Pursuant to the Loan Agreements, the Lender agreed to provide the Company with two term loans in the principal amounts of $1,000,000 each (the “Loans”) for an aggregate total of $2,000,000 (less fees payable to the Lender). One of the Loans bears interest at a rate of 18.00% per year and is payable on a monthly basis in 15 equal installments, maturing on the 15-month anniversary of the funding date. The second Loan bears interest at a rate of 18.99% per year and is payable on a monthly basis in 18 equal installments, maturing on the 18-month anniversary of the funding date.”
Matt Cole was appointed as Chief Sales Officer at zSpace, Inc..
“In connection with Mr. Rheinheimer’s retirement, the Company has named Matt Cole as his successor.”
Ron Rheinheimer resigned as Chief Sales Officer at zSpace, Inc..
“On June 11, 2025, zSpace, Inc. (the “Company”) and Ron Rheinheimer, Chief Sales Officer of the Company, mutually agreed that Mr. Rheinheimer will resign from his role as Chief Sales Officer of the Company in connection with his retirement after 9 years with the Company.”
zSpace, Inc. dismissed BDO USA, P.C. as its auditor.
“Also on May 16, 2025, the Committee dismissed BDO as the Company’s independent registered public accounting firm effective as of that date.”
zSpace, Inc. engaged UHY LLP as its auditor.
“on May 16, 2025, the Committee approved the appointment of UHY LLP ("UHY") as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.”
zSpace, Inc. incurred convertible notes of $13,978,495 with an institutional investor at 6.0% per annum maturing April 11, 2027.
“On April 10, 2025, zSpace, Inc., a Delaware corporation (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with an institutional investor (the “Investor”), pursuant to which the Company sold, and the Investor purchased, a senior secured convertible note issued by the Company (the “Note,” and such financing, the “Convertible Note Financing”) in the original principal amount of $13,978,495 (the “Principal Amount”), which is convertible into shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”).”
zSpace, Inc. incurred term loan of $900,000 with Itria Ventures LLC at 18.00% per year maturing February 26, 2026.
“On February 26, 2025, zSpace, Inc. (the “Company”) entered into two Loan and Security Agreements the (“Loan Agreements”) with Itria Ventures LLC (the “Lender”). Pursuant to the Loan Agreements, the Lender provided the Company with term loans in the principal amounts of $1,100,000 and $900,000 (the “Loans”). The Loans bear interest at a rate of 18.00% per year (subject to increases upon an event of default) and are payable on a monthly basis in 12 equal installments, maturing on February 26, 2026.”
zSpace, Inc. incurred term loan of $1,100,000 with Itria Ventures LLC at 18.00% per year maturing February 26, 2026.
“On February 26, 2025, zSpace, Inc. (the “Company”) entered into two Loan and Security Agreements the (“Loan Agreements”) with Itria Ventures LLC (the “Lender”). Pursuant to the Loan Agreements, the Lender provided the Company with term loans in the principal amounts of $1,100,000 and $900,000 (the “Loans”). The Loans bear interest at a rate of 18.00% per year (subject to increases upon an event of default) and are payable on a monthly basis in 12 equal installments, maturing on February 26, 2026.”
zSpace, Inc.: Second Amended and Restated Bylaws became effective December 6, 2024 (effective 2024-12-06).
“On December 6, 2024, the Company filed a Second Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware, and the Company’s Second Amended and Restated Bylaws (the “Bylaws”) became effective on such date.”
zSpace, Inc.: Filed Second Amended and Restated Certificate of Incorporation effective December 6, 2024 (effective 2024-12-06).
“On December 6, 2024, the Company filed a Second Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware, and the Company’s Second Amended and Restated Bylaws (the “Bylaws”) became effective on such date.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.