10-K: Pulse Biosciences 2025 Annual Report: NPS & AF Progress

Sentiment:

Annual Report


Pulse Biosciences' 2025 Annual Report details significant progress in its Nano-pulse Stimulation (NPS) technology for atrial fibrillation and soft tissue ablation, alongside continued operating losses and plans for future capital raises.

Capital raiseThe company expects to incur additional losses for the next several years and plans to raise additional capital in the near future.Historically, operations have been funded primarily through the issuance of equity securities and debt.Robert Duggan, the majority stockholder and Co-Chairman, purchased approximately 88% of the units offered in the $60 million 2024 Rights Offering.Mr. Duggan may or may not elect to participate in future fundraisings and may offer additional debt financing.As of December 31, 2025, approximately $50 million remains available for sale under a shelf registration statement on Form S-3.In February 2026, the company terminated its previous at-the-market (ATM) offering program and entered into a new ATM program with TD Cowen for up to $60 million, of which approximately $60 million remains available.
Worse than expectedNet loss increased significantly from $53.6 million in 2024 to $72.8 million in 2025, indicating a worsening financial performance.Product revenue for 2025 was only $0.4 million, which is minimal given the company's operational scale and investment in R&D.Research and development expenses increased by $12.4 million, and selling, general and administrative expenses increased by $8.1 million, contributing to the larger net loss.

Summary

  • The company shifted its primary focus in 2022 from dermatology to cardiology (Atrial Fibrillation AF) and surgical soft tissue ablation, leveraging its Nano-pulse Stimulation (NPS) technology.
  • The Vybrance Percutaneous Electrode System received FDA 510(k) clearance in March 2024 for soft tissue ablation and a second size in August 2024.
  • A first-in-human study for the Vybrance system in Naples, Italy, treated 30 subjects with benign thyroid nodules, showing good tolerance and nodule resorption without scarring.
  • The PRECISE BTN clinical trial for benign thyroid nodules commenced in September 2025, aiming to enroll up to 50 patients across four sites, with encouraging enrollment pace.
  • Over 300 patient procedures have been completed to date with the Vybrance Percutaneous Electrode System by clinicians in the Pilot Program and first commercial accounts.
  • The nPulse Cardiac Surgical Clamp received FDA Breakthrough Device Designation in July 2024 and was enrolled in the FDA's Total Product Life Cycle (TPLC) Advisory Program.
  • An Investigational Device Exemption (IDE) was approved in September 2025 to initiate a pivotal clinical trial for the cardiac surgical clamp, planning to enroll up to 136 patients across 20 sites.
  • A first-in-human clinical feasibility study for the cardiac clamp in Europe has enrolled over 50 patients, showing encouraging acute data.
  • The nPulse Cardiac Catheter System's first-in-human clinical study in Europe has enrolled over 165 patients, with 6and 12-month follow-up data showing 96% procedural success at one year and total procedure times of approximately 65 minutes per patient.
  • The FDA approved an IDE submission in December 2025 for a pivotal clinical trial of the nPulse Cardiac Catheter System, expected to enroll up to 155 patients at up to 30 sites.
  • The company reported a net loss of $72.8 million for the year ended December 31, 2025, compared to $53.6 million in 2024.
  • Product revenue for 2025 was $0.4 million, generated from the limited market release of the Vybrance Percutaneous Electrode System, with no revenue in 2024.
  • Research and development expenses increased by $12.4 million to $44.7 million in 2025, and selling, general and administrative expenses increased by $8.1 million to $32.0 million.
  • Cash and cash equivalents totaled $80.7 million as of December 31, 2025.
  • Robert Duggan, the majority stockholder and Co-Chairman, purchased approximately 88% of the units in the $60 million 2024 Rights Offering.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a company in a critical development phase with promising clinical data and regulatory milestones, but significant financial losses and limited commercial revenue indicate high operational risk and a continued need for capital. The positive clinical and regulatory progress is offset by the substantial cash burn and reliance on external funding.

Positives

  • Received FDA 510(k) clearance for the Vybrance Percutaneous Electrode System in March 2024, and for a second size in August 2024, enabling commercialization in the U.S. for soft tissue ablation.
  • Achieved FDA Breakthrough Device Designation for the nsPFA Cardiac Surgery System in July 2024, which expedites development and review.
  • Enrolled in the FDA's Total Product Life Cycle (TPLC) Advisory Program for the Cardiac Surgery System, designed to accelerate patient access to innovative medical devices.
  • Received IDE approval in September 2025 for a pivotal clinical trial of the cardiac surgical clamp and in December 2025 for the nPulse Cardiac Catheter System, marking significant progress towards U.S. market approval.
  • First-in-human studies for both cardiac clamp and catheter systems have shown encouraging acute data, with the catheter study demonstrating 96% procedural success at one year for evaluable patients and efficient procedure times (approx. 65 minutes).
  • Completed over 300 patient procedures with the Vybrance Percutaneous Electrode System in early commercialization efforts, providing valuable feedback.
  • Maintains a strong intellectual property portfolio with over 250 issued patents and 180 pending applications worldwide, providing a competitive advantage.
  • Increased interest income to $4.2 million in 2025 from $2.7 million in 2024, driven by higher cash balances.

Negatives

  • Incurred significant operating losses since inception, with a net loss of $72.8 million in 2025, an increase from $53.6 million in 2024.
  • Generated only limited product revenue of $0.4 million in 2025, indicating very early-stage commercialization despite regulatory clearances.
  • Anticipates continued operating losses for at least the next several years, requiring ongoing capital raises.
  • Heavy dependence on the success of a single platform technology (Nano-pulse Stimulation) and its related product family, increasing business risk.
  • Limited sales and marketing experience, having eliminated all full-time sales and marketing positions in 2022 and 2023, which could hinder commercialization efforts.
  • Reliance on third-party suppliers for critical components introduces risks of manufacturing problems or delays.
  • Uncertainty regarding adequate reimbursement by Medicare and other third-party payers for new medical technologies, which is crucial for market adoption.
  • Concentration of ownership by Robert W. Duggan (approximately 72% of voting power) limits the ability of other stockholders to influence corporate actions.

Risks

  • The company will need to obtain additional funding to finance operations and complete product development and commercialization, which may result in further dilution to investors or require incurring indebtedness.
  • Dependence on the successful development and commercialization of NPS technology, with potential for significant delays and financial losses if unsuccessful.
  • Medical device development and commercialization is a complex, time-consuming, and expensive process with a high rate of failure.
  • No assurance that clinical product candidates, including AF treatments, will obtain regulatory approval or that clinical study results will be favorable.
  • Limited sales and marketing experience may hinder adoption of devices by physicians.
  • Regulatory requirements may affect the scope and timeline of trials and potential market, leading to significant delays.
  • Intense competition from well-established medical device companies with greater resources and existing products.
  • Commercialization could be delayed or prevented by unforeseen events in clinical trials.
  • Failure of clinical trials to demonstrate safety and effectiveness could lead to additional costs or inability to complete development.
  • Costly legal claims such as product liability or alleged intellectual property infringement are possible.
  • Trade tariffs and changes at the U.S. FDA may adversely affect operating costs and timelines.
  • Inability to protect intellectual property rights could allow competitors to market similar products.
  • Actual or perceived failure to comply with data privacy and security obligations could lead to regulatory investigations, litigation, fines, and business disruptions.
  • Exposure to cybersecurity and data privacy threats and incidents.
  • Future success depends on the ability to retain key executives and attract/retain qualified personnel.
  • Substantial future sales of common stock, particularly by the majority stockholder, could cause the stock price to decline significantly.
  • The price of common stock may be volatile and fluctuate substantially, leading to potential losses for stockholders.
  • Robert W. Duggan's controlling ownership (72%) reduces stock liquidity and may deter acquisition efforts.
  • Unfavorable global economic or political conditions (e.g., armed conflicts, health epidemics, tariffs) could adversely affect business.
  • Potential for material weaknesses in internal control over financial reporting.
  • The mechanism of action of NPS technology platform has not been fully determined or validated, potentially challenging regulatory approvals or partnerships.
  • Difficulty enrolling patients in clinical trials could delay or prevent product development.
  • Laboratory conditions may not replicate commercial or field conditions, and product effectiveness may depend on user technique.
  • Issues with firmware and software may negatively affect device function.
  • Implementation of artificial intelligence and machine learning technologies may result in legal and regulatory risks, or reputational harm.

Future Outlook

The company expects to incur additional operating losses for at least the next several years as it continues investments in new product research and development and commercialization capabilities. It plans to raise additional capital in the near future. Enrollment for the PRECISE BTN clinical trial is expected to complete in the next few months, and the company anticipates pursuing more clinical evidence-based milestones for its percutaneous electrodes. Upon PMA approval, the nPulse Cardiac Surgical System is expected to be commercialized in the United States for AF treatment. The company continues to believe nsPFA ablation has the potential for superior outcomes across various medical disciplines and may seek partnership opportunities for additional applications. It is also evaluating the impact of new accounting guidance.

Management Comments

  • "We continue to believe nsPFA ablation, as well as NPS technology more broadly, has the potential to provide superior outcomes across a variety of medical disciplines and we may seek partnership opportunities to develop additional applications."
  • "The pace of enrollment is encouraging and we expect enrollment to complete in the next few months." (Regarding PRECISE BTN trial)
  • "We believe our nsPFA energy can provide important advantages over todays thermal modalities in creating these ablation lines." (Regarding Cardiac Surgical Clamp)
  • "We believe these advantages will be important to cardiac surgeons, so we are working with leaders in the field to develop this technology quickly." (Regarding Cardiac Surgical Clamp)
  • "We believe nsPFA technology... can offer similar safety advantages as PFA and may provide improved efficacy advantages based on the circumferential design of our catheter and because it appears nsPFA technology can create deeper ablations." (Regarding Cardiac Catheter System)
  • "We believe these advantages will be important to electrophysiologists, so we are working with leaders in the field to develop this technology quickly." (Regarding Cardiac Catheter System)
  • "We believe that our existing cash and cash equivalents will be sufficient to fund our projected operating requirements for at least the next twelve months from the filing date of this Annual Report on Form 10-K. However, we plan to raise additional capital in the near future."

Industry Context

StockSavvy.ai notes that Pulse Biosciences is operating in highly competitive medical device markets, particularly in cardiology and soft tissue ablation, where established players like Abbott Laboratories, AtriCure, Inc., Boston Scientific Corporation, Johnson & Johnson (Biosense Webster), and Medtronic plc already dominate with thermal and micro-PFA technologies. The company's focus on nsPFA's nonthermal mechanism aims to differentiate it by offering potential advantages in precision, speed, and reduced collateral damage, which is crucial in areas like AF treatment where rapid technological shifts (e.g., micro-PFA adoption) are occurring. The shift from dermatology to these more complex, higher-value markets reflects a strategic pivot to areas where its unique technology might offer a more profound competitive edge, despite the formidable incumbent competition.

Comparison to Industry Standards

  • The nPulse Cardiac Clamp has consistently achieved transmural ablations in less than three seconds, independent of tissue type or thickness, which is presented as faster than thermal modalities used in standard Cox-Maze procedures.
  • nsPFA ablation does not cause char formation on electrode surfaces, unlike thermal modalities, which can lead to gaps in ablation lines and treatment failure.
  • nsPFA ablation does not significantly impact acellular tissue like collagen or cartilage, potentially offering safety advantages over thermal modalities by allowing surgeons to ablate near and into vessels and valves without concern of permanent damage.
  • nsPFA ablation has been shown to spare nerves of any permanent damage, even when treated directly, which is a concern for thermal modalities.
  • The nPulse Cardiac Catheter System's unique circumferential ablation design aims to enable faster treatment times compared to current thermal modalities, especially when ablating around the pulmonary veins for AF treatment.
  • nsPFA technology, with its nanosecond-duration pulses, is positioned to offer similar safety advantages as microsecond Pulsed Field Ablation (PFA) products (e.g., Boston Scientific's FARAPULSE, Medtronic's Pulse Select) but potentially improved efficacy through deeper ablations.
  • In the benign thyroid nodule market, nsPFA technology is presented as a less-invasive, thyroid-preserving alternative to traditional surgical standard of care (thyroid lobectomy, total thyroidectomy) and thermal ablation technologies (radiofrequency ablation, microwave ablation) marketed by companies like STARMED, Cambridge Medical, and Merit Medical Systems, Inc.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Plan AmendmentStockholders approved an amendment to the 2017 Equity Incentive Plan on September 30, 2025, increasing the number of shares reserved for issuance thereunder by 2,000,000 shares.2025-09-30Increases the pool of shares available for equity awards, potentially impacting future compensation and dilution.
Compensation Policy ModificationThe Board approved changes in October 2024 to the performance-based vesting conditions of certain unvested outstanding common stock option awards, modifying 600,113 awards to time-based and 206,389 to market-based vesting criteria.2024-10-01Aimed at making vesting more achievable or aligning with market conditions, potentially affecting employee incentives and stock-based compensation expense.
Compensation Policy ModificationThe Board approved a modification in October 2024 to certain market-based awards to adopt a uniform methodology for calculating market capitalization, using consecutive calendar days instead of trading days.2024-10-01Standardizes the calculation of market-based vesting conditions, providing clarity and consistency.
New Policy AdoptionThe company adopted a Clawback Policy on November 1, 2023, in accordance with applicable law (229 CFR 240.10D), to recoup certain Erroneously Awarded Compensation in the event of financial report restatements.2023-11-01Enhances corporate accountability and aligns with regulatory requirements for executive compensation.
Policy AmendmentThe Insider Trading Policy was amended and approved by the Board of Directors.2026-02-19Strengthens compliance with securities laws and protects the company from liabilities related to insider trading.

Legal Proceedings

  • The company is not presently a party to any legal proceedings that, in management's opinion, could have a material adverse effect on its results of operations or financial condition.

Related Party Transactions

  • Robert W. Duggan, the company's majority stockholder and Co-Chairman, purchased approximately 88% of the units offered through the 2024 Rights Offering, which raised $60 million in aggregate gross proceeds.
  • The company engaged outside legal counsel in November 2021 who also represents Mr. Duggan personally in other matters, and this counsel has represented both the company and Mr. Duggan in prior related party transactions and could do so in the future.
  • Three of the company's directors, including Robert W. Duggan and Manmeet Soni (Lead Independent Director and Audit Committee Chairman), are executives at Summit Therapeutics Inc., another company in which Mr. Duggan holds a controlling equity interest.
  • Robert W. Duggan and Dr. Mahkam Zanganeh (a director) are married, and their combined beneficial ownership exceeds 74% of the company's voting power.

Stakeholder Impact

  • Shareholders face potential dilution from future equity capital raises and have limited ability to influence corporate governance due to the concentrated ownership by the Co-Chairman.
  • Employees benefit from competitive compensation, a 401(k) plan, and equity awards, but are subject to potential headcount reductions if the company faces funding shortfalls.
  • Customers (physicians and healthcare providers) gain access to innovative nsPFA technology for AF and soft tissue ablation, potentially leading to improved patient outcomes, but require training and face uncertainties regarding reimbursement.
  • Suppliers of critical components are essential to the company's manufacturing, and any disruptions could impact product development and commercialization.
  • Creditors may be impacted by the company's need for additional debt financing, which could impose restrictive covenants on operations.

Next Steps

  • Complete enrollment for the PRECISE BTN clinical trial for benign thyroid nodules in the next few months.
  • Pursue more clinical evidenced-based milestones in connection with the limited market release of percutaneous electrodes.
  • Commercialize the nPulse Cardiac Surgical System in the United States upon PMA approval for AF treatment.
  • Begin clinical site qualifications and enrollment for the IDE study of the nPulse Cardiac Catheter System.
  • Continue to improve operational, financial, and management controls to support anticipated growth.
  • Hire and train sales representatives and clinical specialists with backgrounds in cardiology, minimally invasive surgery, and ablation technologies.
  • Evaluate the impact of new accounting guidance (ASU 2024-03, ASU 2025-05) on consolidated financial statements and disclosures.

Key Dates

DateDescription
2014-05-19Incorporated in Nevada under the name Electroblate, Inc.
2015-12-08Name changed to Pulse Biosciences, Inc.
2016-05-18Common stock listed on Nasdaq under the symbol PLSE.
2017-05-01Board adopted and stockholders approved the 2017 Equity Incentive Plan and the 2017 Employee Stock Purchase Plan.
2017-11-01Board adopted the 2017 Inducement Equity Incentive Plan.
2018-06-18Reincorporated as a Delaware Corporation.
2021-01-01Received Conformit Europene (CE) marking approval for the nPulse System, allowing marketing in the EU.
2021-02-01Received 510(k) clearance from the FDA for the nPulse System for dermatologic procedures.
2021-11-01Engaged outside legal counsel who also represents Robert W. Duggan personally.
2022-09-01Announced a shift in focus from dermatology to cardiology and soft tissue ablation.
2023-06-01Initiated a first-in-human study using the Vybrance Percutaneous Electrode System in Naples, Italy.
2023-11-01Filed a premarket notification 510(k) with the FDA for the Vybrance Percutaneous Electrode System.
2023-11-01Adopted a Clawback Policy in accordance with applicable law.
2023-12-01Initiated a first-in-human clinical study for the nPulse Cardiac Catheter System in Prague, Czech Republic.
2024-03-01Received FDA 510(k) clearance for the Vybrance Percutaneous Electrode System.
2024-03-28Board approved plans to initiate a rights offering.
2024-04-03Filed a shelf registration statement on Form S-3 with the SEC.
2024-04-08SEC declared the shelf registration statement on Form S-3 effective.
2024-05-20Board set May 31, 2024, as the record date for the 2024 Rights Offering.
2024-07-03Closed the 2024 Rights Offering, raising $60 million in aggregate gross proceeds.
2024-07-01Received Breakthrough Device Designation from the FDA for the nsPFA Cardiac Surgery System.
2024-07-01Established an at-the-market offering program for up to $60 million.
2024-08-01Received FDA 510(k) clearance for a second size of the percutaneous electrode needle for the Vybrance system.
2024-10-01Board approved changes to performance-based vesting conditions of certain stock options and a uniform methodology for market capitalization calculation.
2024-11-08Commenced lease for corporate headquarters in Miami, Florida.
2024-12-01Delivered irrevocable notice of redemption to redeem the first tranche of 2024 Rights Offering Warrants.
2025-01-09Paul A. LaViolette's Employment Agreement with Pulse Biosciences, Inc. dated.
2025-01-31Jon Skinner's Employment Agreement with Pulse Biosciences, Inc. dated.
2025-02-05Redeemed 18,221 warrants subject to the 150% redemption feature.
2025-07-04H.R. 1, a U.S. budget reconciliation bill, was signed into law.
2025-07-01Submitted an Investigational Device Exemption (IDE) application for the nPulse Cardiac Catheter System.
2025-09-01Commenced the PRECISE BTN clinical trial for benign thyroid nodule soft tissue ablation.
2025-09-01Received approval of Investigational Device Exemption (IDE) to initiate pivotal clinical trial of the cardiac surgical clamp.
2025-09-30Stockholders approved an amendment to the 2017 Plan, increasing shares reserved for issuance by 2,000,000.
2025-12-01FDA approved IDE submission for the nPulse Cardiac Catheter System.
2025-12-31Fiscal year ended.
2026-02-01Approximately 11 stockholders of record of common stock.
2026-02-13Number of shares outstanding of common stock: 67,989,078.
2026-02-19Insider Trading Policy amended and approved by the Board of Directors, effective date of the Annual Report on Form 10-K.

Recommendation

hold

Pulse Biosciences is at a pivotal stage, demonstrating promising clinical results and securing key regulatory designations (Breakthrough Device, IDE approvals) for its nsPFA technology in large markets like atrial fibrillation and benign thyroid nodules. This progress suggests significant long-term potential. However, the company continues to incur substantial operating losses and relies heavily on external financing, including significant contributions from its majority shareholder. The limited commercial revenue to date and the highly competitive nature of the medical device industry introduce considerable risk. A 'Hold' recommendation reflects the balance between the exciting technological advancements and market potential against the ongoing financial challenges and execution risks. Investors should monitor clinical trial outcomes, commercial adoption, and capital funding closely.

Keywords

Nano-pulse Stimulation, NPS technology, nsPFA, Pulsed Field Ablation, Atrial Fibrillation, AF treatment, Cardiac Ablation, Soft Tissue Ablation, Vybrance Percutaneous Electrode System, nPulse Cardiac Clamp, nPulse Cardiac Catheter System, Medical Device, FDA Clearance, Breakthrough Device Designation, Clinical Trials, Electrophysiology, Thyroid Nodules, Medical Technology, Biotechnology, SEC Filing

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