Form 8-K

8-K — electroCore, Inc.

Accession: 0001493152-26-021493

Filed: 2026-05-06

Period: 2026-05-06

CIK: 0001560258

SIC: 3845 (ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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EX-99.1 (ex99-1.htm)

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date

of Report (date of earliest event reported):

May 6, 2026

electroCore,

Inc.

(Exact

name of registrant as specified in its charter)

Delaware

001-38538

20-3454976

(State

or other jurisdiction of

incorporation

or organization)

(Commission

File Number)

(I.R.S.

Employer

Identification

Number)

200

Forge Way, Suite 205

Rockaway,

NJ 07866

(Address

of principal executive offices and zip code)

(973)

290-0097

(Registrant’s

telephone number, including area code)

Check

the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under

any of the following provisions:

☐

Written communications

pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant

to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications

pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications

pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(b) of the Act:

Title

of each class

Trading

symbol(s)

Name

of each exchange on which registered

Common

Stock, Par Value $0.001 Per Share

ECOR

NASDAQ

Capital Market

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☐

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item

2.02 Results of Operations and Financial Condition.

May 6, 2026, electroCore, Inc. (the “Company”) issued a press release (i) announcing its financial results for the first

quarter ended March 31, 2026, and (ii) providing guidance for the full year of 2026. A copy of the press release is furnished herewith

as Exhibit 99.1 and incorporated by reference.

The

information contained in this Item 2.02 and Item 9.01 in this Current Report on Form 8-K, including the accompanying Exhibit 99.1 hereto,

shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange

Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing

under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings,

unless expressly incorporated by specific reference in such filing.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

of Exhibit

99.1

Press Release dated May 6, 2026

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant

to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by

the undersigned hereunto duly authorized.

electroCore, Inc.

May 6, 2026

/s/ Joshua

S. Lev

Joshua S. Lev

Interim President and

Chief Financial Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

electroCore

Announces First Quarter 2026 Financial Results

First

quarter 2026 net sales of $9.6 million, an increase of 43% over $6.7 million in the first quarter 2025

Net

loss of $5.3 million with Adjusted EBITDA net loss improving 24%

from

prior-year period to $2.3 million

Company

to host a conference call and webcast today, May 6, 2026, at 4:30 pm EDT

ROCKAWAY,

NJ, May 6, 2026 (GLOBE NEWSWIRE) — electroCore, Inc. (Nasdaq: ECOR) (“electroCore” or the “Company”), a

bioelectronic technology company, today announced financial results for the first quarter ended March 31, 2026. The Company reported

record quarterly revenue of $9.6 million, an increase of approximately 43% year-over-year, driven by continued growth in U.S. prescription

sales in the U.S. Department of Veterans Affairs (“VA”) and direct-to-consumer Truvaga sales. The Company is reaffirming

its full-year 2026 revenue guidance of approximately 30% annual growth over full-year 2025.

“Our

first quarter results reflect what we believe is a meaningful inflection point for electroCore,” said Joshua Lev, Interim President

and Chief Financial Officer of electroCore. “Quarterly revenue of $9.6 million was our highest ever and was accomplished with 87%

gross profit margin. Net loss for the quarter was $5.3 million, however, after removing items such as non-recurring expenses associated

with the leadership changes, we exhibited a 24% year-over-year improvement in adjusted EBITDA loss, demonstrating the operating leverage

we expect to see as our platform scales. Each of our prescription channels – gammaCore in the VA and our Quell Fibromyalgia franchise

acquired from NeuroMetrix, Inc. (“NURO”) last year – is contributing meaningfully, while our Truvaga consumer wellness

brand continues to grow. With the leadership transition substantially behind us and Michael Fox on board to accelerate revenue growth,

we believe we are well-positioned to execute against our full-year guidance.”

Recent

Operational Highlights

Veterans

Affairs Channel Continues to Drive Prescription Growth

The

VA continued to be the Company’s largest growth driver in the first quarter. Prescription gammaCore revenue grew approximately

26% year-over-year while the number of VA facilities which have purchased prescription gammaCore products increased to 200, up from 175

a year ago. Approximately 15,000 VA patients have received a gammaCore device, representing approximately 2.5% penetration of the estimated

addressable VA headache market.

Quell

Adoption Continues

Sales

of the Quell product line surpassed $1.0 million in quarterly revenue for the first time in the first quarter of 2026, bringing cumulative

Quell revenue to approximately $2.7 million since the acquisition from NURO in May 2025, of which $2.5 million of Quell Fibromyalgia

has been sold into the VA.

Truvaga

Expands Internationally with Improved Marketing Efficiency

Truvaga

revenue grew approximately 38% year-over-year to $1.5 million. Return on advertising spend (ROAS) improved approximately 14% sequentially

to approximately 2.37x, reflecting an expanded network of influencer and affiliate partnerships and demonstrating improved marketing

efficiency. The Q1 ROAS means, that for every $1.00 spent on Truvaga-related media, the Company generated $2.37 of revenue. In addition,

the Company launched Truvaga in the United Kingdom in January 2026, marking the brand’s first expansion outside the United States.

Pipeline

Advances with Quell Relief Launch and Next-Generation Mobile App

The

Company expects to launch Quell Relief for lower extremity pain later in the second half of 2026 and is developing a next-generation

mobile application designed to complement Truvaga and Quell, with the potential to support future recurring revenue opportunities.

Continued

Progress Towards Future Indications

The

body of evidence supporting the therapeutic potential of non-invasive vagus nerve stimulation, or nVNS, continues to expand. A new publication

in Frontiers in Neuroscience titled “Adjunctive non-invasive vagus nerve stimulation for chronic mild traumatic brain injury with

comorbid post-traumatic stress disorder: a post-hoc analysis” highlighted findings on the potential benefits of adjunctive non-invasive

vagus nerve stimulation in patients with mild traumatic brain injury and post-traumatic stress disorder, or PTSD.

Additionally,

approximately 20 participants have been enrolled in a clinical study conducted by Acacia Clinics in collaboration with the Vagus Nerve

Society designed to evaluate the safety and effectiveness of electroCore’s gammaCore ® device as an adjunctive treatment for

symptoms associated with PTSD.

Michael

Fox Joins as Chief Operating Officer

Michael

Fox joined electroCore as Chief Operating Officer in April 2026, bringing more than 35 years of commercial leadership experience across

complex healthcare markets, including extensive work within federal systems and the VA.

“Joining

electroCore at this stage of the Company’s growth was a clear opportunity,” said Michael Fox, Chief Operating Officer of

electroCore. “The platform is generating meaningful revenue with gross margins that compare favorably to many medical device peers,

and the operating leverage opportunity is substantial. My focus will be on scaling our commercial organization efficiently — ensuring

that incremental revenue translates into bottom-line improvement.”

First

Quarter 2026 Financial Results and Select Guidance

For

the first quarter of 2026, electroCore reported net sales of $9.6 million compared to $6.7 million during the same period in 2025, an

increase of approximately 43% over the prior year. The increase of $2.9 million was primarily driven by growth in net sales of prescription

(Rx) gammaCore to the VA, sales of Quell Fibromyalgia products acquired from NURO in May 2025 and also sold to the VA, and continued

growth in net sales of the Company’s nonprescription general wellness Truvaga products. The Company expects that the majority of

fiscal year 2026 revenue will continue to come from the VA.

Three months ended March 31,

Channel:

2026

2025

United States – Rx

$ 7,421

$ 5,005

General Wellness

1,588

1,106

Outside the United States

502

498

TAC-STIM

In-License / Other

Total Net Sales

$ 9,584

$ 6,719

Gross

profit increased $2.7 million to $8.4 million for the three months ended March 31, 2026 compared to the three months ended March 31,

2025. The increase in gross profit is attributable to the increased net sales and favorable product mix. Gross margin expanded to 87%

for the three months ended March 31, 2026, compared to 85% for the prior year period.

Research

and development expense was $0.7 million in the first quarter of 2026, compared to $0.6 million in the first quarter of 2025. The increase

was primarily due to increased studies and grants.

Selling,

general and administrative expense was $12.9 million for the three months ended March 31, 2026, compared to $8.9 million in the prior

year period. Sales and marketing increased $1.8 million from the prior year. The increase in sales and marketing expense was primarily

driven by approximately $1.6 million of variable expenses that supported the $2.9 million increase in net sales, reflecting the operating

leverage embedded in the Company’s platform as it scales.

General

and administrative expense increased $2.3 million from the prior year. The year-over-year increase included approximately $1.9 million

of one-time leadership transition expenses as well as approximately $0.3 million of legal fees related to the ongoing litigation.

Total

operating expenses in the three months ended March 31, 2026 were $13.7 million, compared to $9.5 million in the three months ended March

31, 2025.

GAAP

net loss in the first quarter of 2026 was $5.3 million, compared to $3.9 million in the first quarter of 2025. The increase in GAAP net

loss was primarily attributable to the $1.9 million of one-time expense associated with the leadership transition. Net loss per share

for the first quarter of 2026 was $0.59, compared to $0.47 in the first quarter of 2025. Excluding $1.9 million of expense associated

with the leadership transition, net loss per share for the first quarter of 2026 was $0.37.

Adjusted

EBITDA net loss in the first quarter of 2026 was $2.3 million, compared to an adjusted EBITDA net loss of $3.1 million in the first quarter

of 2025, an improvement of approximately $0.7 million, or 24%, year-over-year.

Adjusted

EBITDA net loss is a non-GAAP financial measure. See “Use of Non-GAAP Financial Measure” below for additional information

and a reconciliation to GAAP net loss.

Total

cash, cash equivalents, and marketable securities at March 31, 2026, was approximately $8.8 million, compared to approximately $11.6

million at December 31, 2025.

Full

Year 2026 Outlook

For

the full year of 2026, the Company is reiterating revenue guidance of approximately 30% annual revenue growth over 2025.

Webcast

and Conference Call Information

electroCore’s

management team will host a webcast and conference call today, May 6, 2026, beginning at 4:30 PM EDT.

Investors

must register here to receive login credentials and be able to ask questions on the call. All attendees who prefer to participate

in “Listen Only” mode may dial in as follows:

Dial-In:

(646) 931-3860

Webinar

ID: 856 5438 2775

Passcode:

895430

archived webcast of the event will be available on the “Investors” section of the Company’s website at: www.electrocore.com.

About

electroCore, Inc.

electroCore,

Inc. and its subsidiaries (“electroCore” or the “Company”) is a bioelectronic technology company whose mission

is to improve health and quality of life through innovative non-invasive bioelectronic technologies. The Company’s leading prescription

products are gammaCore non-invasive vagus nerve stimulation, or nVNS, indicated for the treatment of primary headache conditions, and

Quell Fibromyalgia. The Company also commercializes its handheld and personal-use Truvaga and TAC-STIM™ nVNS products, which utilize

bioelectronic technologies to promote general wellness and human performance.

For

more information, visit www.electrocore.com.

Forward-Looking

Statements

This

press release and other written and oral statements made by representatives of electroCore may contain forward-looking statements within

the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to,

statements about, electroCore’s business prospects and clinical and product development plans; its pipeline or potential markets

for its technologies; the timing, outcome and impact of regulatory, clinical and commercial developments; business prospects around its

prescription gammaCore product, general wellness Truvaga and TAC-STIM products, Quell products, and other potential new products and

markets; revenue guidance for the full year of 2026; the Company’s ability to continue as a going concern;, the Company’s

ability to raise additional capital; and the Company’s liquidity position, respectively, and other statements that are not historical

in nature, particularly those that utilize terminology such as “anticipates,” “will,” “expects,”

“believes,” “designed,” “intends,” and other words of similar meaning, derivations of such words

and the use of future dates. Actual results could differ from those projected in any forward-looking statements due to numerous factors.

Such factors include, among others, the ability to raise the additional funding needed to continue to pursue electroCore’s business

and product development plans, the inherent uncertainties associated with developing new products or technologies, the ability to commercialize

gammaCore, TAC-STIM, Truvaga, and Quell, the risk the Company may not be able to maintain its listing on the Nasdaq Capital Market, the

impact of an ongoing leadership and management transition, electroCore’s results of operations and financial performance, inflation

and currency fluctuations, and any expectations electroCore may have with respect thereto, competition in the industry in which electroCore

operates and overall economic and market conditions. Any forward-looking statements are made as of the date of this press release, and

electroCore assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from

those projected in the forward-looking statements, except as required by law. Investors should consult all of the information set forth

herein and should also refer to the risk factor disclosure set forth in the reports and other documents electroCore files with the SEC

available at www.sec.gov including its Quarterly Report on Form 10-Q and Annual Report on Form 10-K.

Contact

ECOR

Investor Relations

(973)

302-9253

investors@electrocore.com

electroCore,

Inc.

Condensed

Consolidated Statements of Operations

(unaudited)

(in

thousands, except per share data)

Three months ended March 31,

2026

2025

Net sales

$ 9,584

$ 6,719

Cost of goods sold

1,220

1,013

Gross profit

8,364

5,706

Operating expenses:

Research and development

740

642

Selling, general and administrative

12,940

8,886

Total operating expenses

13,680

9,528

Loss from operations

(5,316 )

(3,822 )

Other (income) expense:

Interest and other income

(52 )

(83 )

Interest expense

318

Other expense

159

Total other expense

276

Loss before income taxes

(5,592 )

(3,903 )

Benefit from income taxes

321

Net loss

$ (5,271 )

$ (3,855 )

Net loss per share of common stock - Basic and Diluted

$ (0.59 )

$ (0.47 )

Weighted average common shares outstanding - Basic and Diluted

8,953

8,289

electroCore,

Inc.

Condensed

Consolidated Balance Sheet Information

(unaudited)

(in

thousands)

March 31, 2026

December 31, 2025

Cash and cash equivalents

$ 4,852

$ 7,035

Marketable securities

3,978

4,576

Total assets

15,482

18,667

Current liabilities

12,313

11,348

Total liabilities

21,170

20,376

Total stockholders’ deficit

(5,688 )

(1,709 )

Use

of Non-GAAP Financial Measure

The

Company is presenting adjusted EBITDA net loss because it believes this measure is a useful indicator of its operating performance. Management

uses this non-GAAP measure principally as a measure of the Company’s core operating performance and believes that this measure

is useful to investors because it is frequently used by the financial community, investors, and other interested parties to evaluate

companies in the Company’s industry. The Company also believes that this measure is useful to its management and investors as a

measure of comparative operating performance from period to period. Additionally, the Company believes its use of non-GAAP adjusted EBITDA

net loss from operations facilitates management’s internal comparisons to historical operating results by factoring out potential

differences caused by gains and charges not related to its regular, ongoing business, including, without limitation, non-cash charges

and certain large and unpredictable charges such as restructuring expenses.

The

Company defines adjusted EBITDA net loss as GAAP net loss, adjusting to exclude non-operating gains/losses, depreciation and amortization,

stock-based compensation expense, inventory reserve changes, accounts receivable reserve charges, non-recurring recruiting fees, severance

and other related charges, legal fees associated with stockholders’ litigation and intellectual property litigation, benefit from

income taxes, and non-recurring transaction charges associated with the acquisition of NURO and other business development activities,

or other one-time charges. A reconciliation of GAAP net loss to non-GAAP adjusted EBITDA net loss is provided in the financial statement

table below.

Three months ended March 31,

(in thousands)

2026

2025

GAAP net loss

$ (5,271 )

$ (3,855 )

Depreciation and amortization

155

Stock-based compensation

1,036

540

Inventory reserve change

(88 )

Severance and other related charges

1,425

180

Acquisition related expenses

145

Interest and other (income) expense

266

(83 )

Benefit from income taxes

(321 )

(48 )

Non-recurring one-time charges

485

Adjusted EBITDA net loss

$ (2,326 )

$ (3,054 )

The

Company’s use of a non-GAAP measure has limitations as an analytical tool, and you should not consider it in isolation or as a

substitute for analysis of its results as reported under GAAP. Some of these limitations are: (i) the non-GAAP measure does not reflect

interest or tax payments that may represent a reduction in cash available; (ii) although depreciation and amortization are non-cash charges,

the assets being depreciated and amortized may have to be replaced in the future, and the non-GAAP measure does not reflect cash capital

expenditure requirements for such replacements or for new capital expenditure requirements; (iii) the non-GAAP measure does not reflect

the potentially dilutive impact of equity-based compensation; and (iv) the non-GAAP measure does not reflect changes in, or cash requirements

for working capital needs; other companies, including companies in electroCore’s industry, may calculate adjusted EBITDA net loss

differently, effectively reducing its usefulness as a comparative measure.

Because

of these and other limitations, you should consider the non-GAAP measure together with other GAAP-based financial performance measures,

including various cash flow metrics, net loss, and other GAAP results. A reconciliation of GAAP net loss to non-GAAP adjusted EBITDA

net loss has been provided in the preceding financial statements table of this press release.

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Title of a 12(b) registered security.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Name of the Exchange on which a security is registered.

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-Section 12

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

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