Form 8-K
8-K — Neuronetics, Inc.
Accession: 0001193125-26-205117
Filed: 2026-05-05
Period: 2026-05-05
CIK: 0001227636
SIC: 3841 (SURGICAL & MEDICAL INSTRUMENTS & APPARATUS)
Item: Results of Operations and Financial Condition
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
Documents
8-K — d139145d8k.htm (Primary)
EX-99.1 (d139145dex991.htm)
EX-99.2 (d139145dex992.htm)
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8-K
8-K (Primary)
Filename: d139145d8k.htm · Sequence: 1
8-K
false 0001227636 0001227636 2026-05-05 2026-05-05
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 5, 2026
NEURONETICS, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-38546
33-1051425
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
3222 Phoenixville Pike, Malvern, PA
19355
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code (877) 600-7555
(Former name or former address, if changed since last report.) Not applicable.
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol (s)
Name on each exchange
on which registered
Common Stock ($0.01 par value)
STIM
The Nasdaq Global Market
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
If 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.
Neuronetics, Inc. (the “Company”) issued a press release on May 5, 2026, announcing its financial results for the three months ended March 31, 2026. A copy of the press release is being furnished to the Securities and Exchange Commission (“SEC”) as Exhibit 99.1 to this report on Form 8-K and is incorporated by reference to this Item 2.02.
***
The information furnished pursuant to Item 2.02, including Exhibit 99.1, shall not be deemed to be “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 to be incorporated by reference into any of the Company’s filings with the SEC under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), whether made before or after the date hereof, regardless of any general incorporation language in such a filing, except as expressly set forth by specific reference in such a filing. Except as required by law, the Company undertakes no duty or obligation to publicly update or revise the information so furnished.
Item 7.01
Regulation FD Disclosure.
On May 5, 2026, Neuronetics released a presentation (the “Presentation”) that it may present to certain investors. A copy of the Presentation is attached hereto as Exhibit 99.2. The information contained in Exhibit 99.2 is incorporated herein by reference.
The information in this report furnished pursuant to Item 7.01, including Exhibit 99.2, shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any of the Company’s filings with the SEC under the Exchange Act or the Securities Act whether made before or after the date hereof, regardless of any general incorporation language in such a filing, except as expressly set forth by specific reference in such a filing. Except as required by law, the Company undertakes no duty or obligation to publicly update or revise the information so furnished.
“Safe harbor” statement under the Private Securities Litigation Reform Act of 1995:
Certain statements in this report, including the documents incorporated by reference herein, include “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, which are intended to be covered by the safe harbors created by those laws and other applicable laws and “forward-looking information” within the meaning of applicable Canadian securities laws. Statements in this report that are not historical facts constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by terms such as “may,” “will,” “would,” “should,” “expect,” “plan,” “design,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” “outlook” or “continue” as well as the negative of these terms and similar expressions. These statements include those relating to the Company’s business outlook and current expectations for upcoming quarters and fiscal year 2026 including with respect to revenue, expenses, growth, and any statements of assumptions underlying any of the foregoing items. These statements are subject to significant risks and uncertainties and actual results could differ materially from those projected. The Company cautions investors not to place undue reliance on the forward-looking statements contained in this report. These risks and uncertainties include, without limitation, risks and uncertainties related to: the effect of the transaction with Greenbrook TMS Inc. on our business relationships; operating results and business generally; our ability to execute our business strategy; our ability to achieve or sustain profitable operations due to our history of losses; our reliance on the sale and usage of our NeuroStar Advanced Therapy System to generate revenues; the scale and efficacy of our salesforce; our ability to retain talent; availability of coverage and reimbursement from third-party payors for treatments using our products; physician and patient demand for treatments using our products; developments in respect of competing technologies and therapies for the indications that our products treat; product defects; our ability to obtain and maintain intellectual property protection for our technology; developments in clinical trials or regulatory review of the NeuroStar Advanced Therapy System for additional indications; developments in regulation in the U.S. and other applicable jurisdictions; potential effects of evolving and/or extensive government regulation; the terms of our
credit facility; and our ability to achieve positive cash flows. For a discussion of these and other related risks, please refer to the Company’s recent filings with the SEC, which are available on the SEC’s website at www.sec.gov, including, without limitation, the factors described under the heading “Risk Factors” in Neuronetics’ Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as may be updated or supplemented by subsequent reports that Neuronetics has filed or files with the SEC. These forward-looking statements are based on the Company’s expectations and assumptions as of the date of this report. Except as required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this report as a result of new information, future events, or changes in the Company’s expectations.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
99.1
Press Release, dated May 5, 2026, of Neuronetics, Inc.
99.2
Company Presentation May 2026
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
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.
NEURONETICS, INC.
(Registrant)
Date: May 5, 2026
By:
/s/ Daniel L. Reuvers
Name:
Daniel L. Reuvers
Title:
President and Chief Executive Officer
EX-99.1
EX-99.1
Filename: d139145dex991.htm · Sequence: 2
EX-99.1
Exhibit 99.1
Neuronetics Reports First Quarter 2026 Financial and Operating Results
MALVERN, PA., May 5, 2026 – Neuronetics, Inc. (NASDAQ: STIM) (the “Company” or “Neuronetics”), a vertically
integrated, commercial stage, medical technology and healthcare company with a strategic vision of transforming the lives of patients whenever and wherever they need help, with the leading neurohealth therapies in the world, today announced its
financial and operating results for the first quarter of 2026.
First Quarter 2026 Highlights
•
First quarter 2026 revenue of $34.5 million, up 8% compared to the first quarter 2025
•
U.S. clinic revenue of $21.5 million, up 15% compared to the first quarter 2025
•
Shipped 34 NeuroStar systems in the US; a 10% increase compared to the first quarter 2025
•
Net cash used in operations of $9.4 million, a reduction of $7.6 million
compared to $17.0 million in the first quarter 2025
Recent Operational Highlights
•
Optum/UHC/UBH expanded its TMS clinical policy to allow nurse practitioners to order, supervise, and
administer NeuroStar Advanced Therapy
“I’m encouraged by our first quarter performance, which reflects the team’s
continued execution on revenue growth, operational efficiency, and cash management. Our clinic business delivered double-digit growth, we reduced operating expenses, and we meaningfully improved our operating cash flow versus the first quarter of
last year,” said Dan Reuvers, President and Chief Executive Officer of Neuronetics. “Looking ahead, I believe there is significant value in this business that has yet to be fully realized. We have the leading technology in TMS, a
national clinic platform with real growth runway, and a team that is driving operational execution. Our team is focused on delivering better outcomes for our customers and patients, as well as long term value for our shareholders.”
First Quarter 2026 Financial and Operating Results for the Three Months Ended March 31, 2026
Revenues by Geography
Three Months Ended March 31,
2026
2025
Amount
Amount
% Change
(Unaudited; in thousands, except percentages)
U.S.
$
34,226
$
31,483
9
%
International
228
492
(54
)%
Total revenues
$
34,454
$
31,975
8
%
Total revenue for the three months ended March 31, 2026 was $34.5 million, an increase of $2.5 million, or 8%,
compared to the three months ended March 31, 2025 revenue of $32.0 million. The increase in revenue was primarily driven by higher U.S. clinic revenue, which increased to $21.5 million in the first quarter of 2026 from
$18.7 million in the first quarter of 2025, reflecting strong growth since the Greenbrook acquisition and continued expansion of SPRAVATO®, including the buy and bill model.
U.S. Revenues by Product Category
Three Months Ended March 31,
2026
2025
Amount
Amount
% Change
(Unaudited; in thousands, except percentages)
NeuroStar Advanced Therapy System
$
3,203
$
2,846
13
%
Treatment sessions
9,122
9,612
(5
)%
Clinic revenue
21,529
18,659
15
%
Other
372
366
2
%
Total U.S. revenues
$
34,226
$
31,483
9
%
U.S. NeuroStar Advanced Therapy System revenue for the three months ended March 31, 2026 was $3.2 million, an
increase of 13% compared to $2.8 million in the first quarter of 2025. For the three months ended March 31, 2026, the Company shipped 34 systems.
U.S. treatment session revenue was $9.1 million for the three months ended March 31, 2026, a decrease from $9.6 million for the three months
ended March 31, 2025.
U.S. clinic revenue was $21.5 million for the three months ended March 31, 2026, compared to $18.7 million for
the three months ended March 31, 2025, representing an increase of 15%.
Gross margin for the first quarter of 2026 was 46.9% compared to the first
quarter of 2025 gross margin of 49.2%. The decrease in gross margin was primarily a result of mix.
Operating expenses during the first quarter of 2026
were $25.1 million, a decrease of $1.6 million, or 6%, compared to $26.8 million in the first quarter of 2025, mainly attributable to savings in general, administrative, sales and marketing expenses.
Net loss for the first quarter of 2026 was $(10.8) million, or $(0.16) per share, as compared to $(12.7) million, or $(0.21) per share, in the first quarter
of 2025. Net loss per share was based on 69,589,144 and 61,464,725 weighted average common shares outstanding for the first quarters of 2026 and 2025, respectively.
As of March 31, 2026, the Company held $19.0 million in total cash, consisting of cash and cash equivalents of $13.2 million and
$5.8 million of restricted cash, which is compared to $34.1 million as of December 31, 2025. As previously announced, the Company made a one-time principal payment of $5.0 million in March
to reduce its debt obligation and ongoing interest expense.
Optum/UHC/UBH expanded its TMS clinical policy to allow Nurse Practitioners to order,
supervise, and administer NeuroStar Advanced Therapy
Optum/United Healthcare/United Behavioral Health (“Optum/UHC/UBH”) has expanded its
transcranial magnetic stimulation (“TMS”) clinical policy to allow psychiatric mental health nurse practitioners (“PMHNPs”) to order, supervise, and administer NeuroStar Advanced Therapy, significantly broadening access to
this non-drug, non-invasive treatment for major depressive disorder (“MDD”). Previously limited to psychiatrists, the updated policy applies to PMHNPs
practicing in states with full practice authority and extends access across 26 states and Washington, D.C., reaching approximately 34.8 million covered lives. This milestone policy change is expected to enhance patient access—particularly
in underserved communities—by enabling more qualified providers to deliver NeuroStar TMS Therapy, a clinically proven option for patients who have not achieved adequate relief from antidepressant medications.
Business Outlook
For the second quarter of 2026, the
Company expects total revenue growth in the mid-single digits.
For the full year 2026, Neuronetics continues to expect:
•
Total revenue between $160 million and $166 million;
•
Gross margin between 47% and 49%;
•
Operating expenses between $100 million and $105 million, inclusive of approximately $8.5 million
of non-cash stock-based compensation;
•
Cash flow from operations between negative $13 million and negative $17 million;
Webcast and Conference Call Information
The conference
call will be broadcast live in listen-only mode via webcast at https://edge.media-server.com/mmc/p/3pztkve5. To listen to the conference call on your telephone, you may register for the call here. While it is not required, it is
recommended you join 10 minutes prior to the event start.
About Neuronetics
Neuronetics, Inc. believes that mental health is as important as physical health. As a global leader in neuroscience, Neuronetics is delivering more treatment
options to patients and physicians by offering exceptional in-office treatments that produce extraordinary results. NeuroStar Advanced Therapy is a non-drug, noninvasive
treatment that can improve the quality of life for people suffering from neurohealth conditions when traditional medication has not helped. In addition to selling the NeuroStar Advanced Therapy System and associated treatment sessions to customers,
Neuronetics operates Greenbrook TMS Inc. (“Greenbrook”) treatment centers across the United States, offering NeuroStar Advanced Therapy for the treatment of MDD and other mental health disorders. NeuroStar Advanced Therapy is the leading
TMS treatment for MDD in adults and is backed by what we believe is the largest clinical data set of any TMS treatment system for depression. Greenbrook treatment centers also offer SPRAVATO®
(esketamine) Nasal Spray, a prescription medicine indicated for the treatment of treatment-resistant depression (“TRD”) in adults as monotherapy or in conjunction with an oral antidepressant. It is also indicated for depressive symptoms
in adults with MDD with acute suicidal ideation or behavior in conjunction with an oral antidepressant.1
The NeuroStar Advanced Therapy System is cleared by the U.S. Food and Drug Administration for adults with MDD, as an adjunct for adults with
obsessive-compulsive disorder, to decrease anxiety symptoms in adult patients with MDD that may exhibit comorbid anxiety symptoms (anxious depression), and as a first line adjunct for the treatment of MDD in adolescent patients aged 15-21. For safety information and indications for use, visit NeuroStar.com.
“Safe harbor” statement under the Private Securities Litigation Reform Act of 1995:
Certain statements in this press release, including the documents incorporated by reference herein, include “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created by those laws
and other applicable laws and “forward-looking information” within the meaning of applicable Canadian securities laws. Statements in this press release that are not historical facts constitute “forward-looking statements”
within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by terms such as “may,” “will,” “would,” “should,” “expect,”
“plan,” “design,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,”
“predict,” “potential,” “outlook” or “continue” as well as the negative of these terms and similar expressions. These statements include those relating to the Company’s business outlook and
current expectations for upcoming quarters and fiscal year 2026, including with respect to revenue, expenses, growth, and any statements of assumptions underlying any of the foregoing items. These statements are subject to significant risks and
uncertainties and actual results could differ materially from those projected. The Company cautions investors not to place undue reliance on the forward-looking statements contained in this press release. These risks and uncertainties include,
without limitation, risks and uncertainties related to: the effect of the transaction with Greenbrook on our business relationships; operating results and business generally; our ability to execute our business strategy; our ability to achieve or
sustain profitable operations due to our history of losses; our reliance on the sale and usage of our NeuroStar Advanced Therapy System to generate revenues; the scale and efficacy of our salesforce; our ability to retain talent; availability of
coverage and reimbursement from third-party payors for treatments using our products; physician and patient demand for treatments using our products; developments in respect of competing technologies and therapies for the indications that our
products treat; product defects; our ability to obtain and maintain intellectual property protection for our technology; developments in clinical trials or regulatory review of the NeuroStar Advanced Therapy System for additional indications;
developments in regulation in the U.S. and other applicable jurisdictions; potential effects of evolving and/or extensive government regulation; the terms of our credit facility; our self-sustainability and existing cash balance; and our ability to
achieve positive cash flows. For a discussion of these and other related risks, please refer to the Company’s recent filings with the U.S. Securities and Exchange Commission (the “SEC”), which are available on the SEC’s
website at www.sec.gov, including, without limitation, the factors described under the heading “Risk Factors” in Neuronetics’ Annual Report on Form 10-K for the fiscal year ended
December 31, 2025 and the company’s Quarterly Report on Form 10-Q for the quarter ending March 31, 2026, as may be updated or supplemented by subsequent reports that Neuronetics has filed or
files with the SEC. These forward-looking statements are based on the Company’s expectations and assumptions as of the date of this press release. Except as required by law, the Company undertakes no duty or obligation to update any
forward-looking statements contained in this press release as a result of new information, future events, or changes in the Company’s expectations.
Investor Contact:
Mike Vallie or Mark Klausner
ICR Healthcare
443-213-0499
ir@neuronetics.com
Media Contact:
EvolveMKD
646-517-4220
NeuroStar@evolvemkd.com
NEURONETICS, INC.
Consolidated Statements of Operations
(Unaudited; In thousands, except per share data)
Three Months ended
March 31,
2026
2025
Revenues
Products and other
$
12,925
$
13,316
Services
21,529
18,659
Total Revenue
34,454
31,975
Cost of revenues
Products and other
2,858
3,150
Services
15,442
13,087
Total Cost of revenues
18,300
16,237
Gross profit
16,154
15,738
Operating expenses:
Sales and marketing
10,737
11,999
General and administrative
13,048
13,137
Research and development
1,364
1,616
Total operating expenses
25,149
26,752
Loss from operations
(8,995
)
(11,014
)
Other (income) expense:
Interest expense
2,266
1,922
Loss on extinguishment of debt
539
—
Other income, net
(1,020
)
(247
)
Net loss
$
(10,780
)
$
(12,689
)
Less: Net gain (loss) attributable to non-controlling
interest
10
(14
)
Net loss attributable to Neuronetics stockholders’
(10,790
)
(12,675
)
Net loss per share of common stock outstanding, basic and diluted attributable to Neuronetics
stockholders
$
(0.16
)
$
(0.21
)
Weighted average common shares outstanding, basic and diluted
69,589
61,465
NEURONETICS, INC.
Consolidated Balance Sheets
(Unaudited; In thousands, except per share data)
March 31,
December 31,
2026
2025
Assets
Current assets:
Cash and cash equivalents
$
13,214
$
28,134
Restricted cash
5,750
6,000
Accounts receivable, net of allowance for credit losses of $780 and $1,043 as of March 31,
2026 and December 31, 2025, respectively
15,809
16,469
Inventory
4,715
4,327
Current portion of net investments in sales-type leases
257
225
Current portion of prepaid commission expense
2,900
3,050
Current portion of note receivables
401
424
Prepaid expenses and other current assets
4,129
2,922
Total current assets
47,175
61,551
Property and equipment, net
3,874
4,466
Goodwill
23,622
23,622
Intangible assets, net
17,785
18,149
Operating lease
right-of-use assets
23,069
23,560
Net investments in sales-type leases
108
98
Prepaid commission expense
7,464
7,972
Long-term notes receivable
92
151
Other assets
2,251
1,982
Total assets
$
125,440
$
141,551
Liabilities and Equity
Current liabilities:
Accounts payable
$
11,433
$
10,739
Accrued expenses
9,596
12,316
Current portion of deferred revenue
833
753
Deferred and contingent consideration
250
500
Other payables
751
652
Current portion of operating lease liabilities
5,422
5,561
Total current liabilities
28,285
30,521
Long-term debt, net
61,297
65,807
Other long term liabilities
71
—
Deferred revenue
58
48
Operating lease liabilities
18,669
18,935
Total liabilities
108,380
115,311
Commitments and contingencies
Equity:
Preferred stock, $0.01 par value: 10,000 shares authorized; no shares issued or outstanding on
March 31, 2026 and December 31, 2025
—
—
Common stock, $0.01 par value: 250,000 shares authorized; 69,583 and 68,994 shares issued and
outstanding on March 31, 2026 and December 31, 2025, respectively
696
690
Additional paid-in capital
482,146
480,475
Accumulated deficit
(469,577
)
(458,787
)
Total Stockholders’ equity
13,265
22,378
Non-controlling interest
3,795
3,862
Total equity
17,060
26,240
Total liabilities and equity
$
125,440
$
141,551
NEURONETICS, INC.
Consolidated Statements of Cash Flows
(Unaudited; In thousands)
Three months ended March 31,
2026
2025
Cash flows from operating activities:
Net loss
$
(10,780
)
$
(12,689
)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization
745
911
Allowance for credit losses
(267
)
—
Inventory impairment
(30
)
5
Share-based compensation
1,677
1,444
Non-cash interest expense
256
189
Loss on extinguishment of debt
539
—
Loss on disposal of property and equipment
270
—
Changes in certain assets and liabilities:
Accounts receivable, net
1,008
(2,627
)
Inventory
(432
)
175
Net investments in sales-type leases
(43
)
14
Prepaid commission expense
658
401
Prepaid expenses and other assets
(1,121
)
1,785
Accounts payable
559
(2,638
)
Accrued expenses
(2,720
)
(3,511
)
Other liabilities
170
(193
)
Deferred revenue
90
(259
)
Net cash used in operating activities
(9,421
)
(16,993
)
Cash flows from investing activities:
Purchases of property and equipment and capitalized software
(197
)
(219
)
Proceeds from the sale of property and equipment
25
—
Net cash used in investing activities
(172
)
(219
)
Cash flows from financing activities:
Repayment of deferred and contingent consideration
(250
)
—
Repayment of long-term debt
(5,000
)
—
Payment for debt extinguishment cost
(250
)
—
Proceeds from the issuance of common stock
—
20,700
Payments of common stock offering issuance costs
—
(1,731
)
Distribution to non-controlling interest
(77
)
—
Proceeds from exercises of stock options
—
8
Net cash (used in) provided by financing activities
(5,577
)
18,977
Net increase (decrease) in Cash, Cash equivalents and Restricted cash
(15,170
)
1,765
Cash and cash equivalents and restricted cash and cash equivalents, beginning of period
34,134
19,459
Cash and cash equivalents and restricted cash and cash equivalents, end of period
$
18,964
$
21,224
Reconciliation of cash, cash equivalents and restricted cash to the consolidated balance
sheet:
Cash and cash equivalents
13,214
20,224
Restricted cash and cash equivalents
5,750
1,000
Total cash, cash equivalents and restricted cash
$
18,964
$
21,224
Non-GAAP Financial Measures (Unaudited)
EBITDA and Adjusted EBITDA are not measures of financial performance under generally accepted accounting principles in the U.S. (“GAAP”), and
should not be construed as a substitute for, or superior to, GAAP net loss. However, management uses both the GAAP and non-GAAP financial measures internally to evaluate and manage the Company’s
operations and to better understand its business. Further, management believes that the addition of the non-GAAP financial measures provides meaningful supplementary information to, and facilitates analysis
by, investors in evaluating the Company’s financial performance, results of operations and trends. The Company’s calculation of EBITDA and Adjusted EBITDA may not be comparable to similarly designated measures reported by other
companies, because companies and investors may differ as to what type of events warrant adjustment.
The following table reconciles reported net loss to
EBITDA and Adjusted EBITDA:
Three Months ended
March 31,
2026
2025
(in thousands)
Net loss attributable to Neuronetics stockholders’
$
(10,790
)
$
(12,675
)
Interest expense, net
1,246
1,675
Income taxes
—
—
Depreciation and amortization
745
911
EBITDA
$
(8,799
)
$
(10,089
)
Stock based compensation (Note. 1)
1,677
1,444
Loss on extinguishment of debt (Note.2)
539
—
Adjusted EBITDA
$
(6,583
)
$
(8,645
)
Footnotes
1.
Stock-based compensation consists of expenses related to restricted stock units. We exclude these expenses from
our non-GAAP financial measures because they are non-cash charges that we do not consider reflective of our core ongoing operational performance. While share-based
compensation is a recurring expense and a key part of our employee retention strategy, excluding it allows management and investors to compare our operational profitability more consistently against prior periods and industry peers.
2.
In connection with its $5 million repayment of debt in the first quarter of 2026 to Perceptive Advisors,
LLC, the Company recorded a total loss on partial debt extinguishment of approximately $0.5 million. This infrequent and non-recurring expense is removed from EBITDA in order to provide a more accurate
reflection of the Company’s core operational performance for the period presented.
References
1 The effectiveness of SPRAVATO® in preventing suicide or in reducing suicidal ideation or behavior
has not been demonstrated. Use of SPRAVATO® does not preclude the need for hospitalization if clinically warranted, even if patients experience improvement after an initial dose of SPRAVATO®. For more important safety information about SPRAVATO®, please visit spravatohcp.com.
EX-99.2
EX-99.2
Filename: d139145dex992.htm · Sequence: 3
EX-99.2
Exhibit 99.2 COMPANY PRESENTATION NASDAQ: STIM May 2026 Transforming
Lives Through NeuroHealth
Forward Looking Statements This presentation contains estimates and
other statistical data prepared by independent parties and by Neuronetics, Inc. (“Neuronetics” or the “Company”) relating to market size and growth and other data about the industry in which the Company operates. These
estimates and data involve a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates and data. Certain statements in this presentation, including the documents incorporated by reference herein, include
“forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered
by the safe harbors created by those laws and other applicable laws and “forward-looking information” within the meaning of applicable Canadian securities laws. Statements in this presentation that are not historical facts constitute
“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward- looking statements may be identified by terms such as “may,” “will,” “would,”
“should,” “expect,” “plan,” “design,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,”
“estimate,” “predict,” “potential,” “outlook” or “continue” as well as the negative of these terms and similar expressions. These statements include those relating to the Company’s
business outlook and current expectations for upcoming quarters and fiscal year 2026, including with respect to revenue, expenses, growth, and any statements of assumptions underlying any of the foregoing items. These statements are subject to
significant risks and uncertainties and actual results could differ materially from those projected. The Company cautions investors not to place undue reliance on the forward-looking statements contained in this presentation. These risks and
uncertainties include, without limitation, risks and uncertainties related to: the effect of the transaction with Greenbrook TMS Inc. (“Greenbrook”) on our business relationships; operating results and business generally; our ability to
execute our business strategy; our ability to achieve or sustain profitable operations due to our history of losses; our reliance on the sale and usage of our NeuroStar Advanced Therapy System to generate revenues; the scale and efficacy of our
salesforce; our ability to retain talent; availability of coverage and reimbursement from third-party payors for treatments using our products; physician and patient demand for treatments using our products; developments in respect of competing
technologies and therapies for the indications that our products treat; product defects; our ability to obtain and maintain intellectual property protection for our technology; developments in clinical trials or regulatory review of the NeuroStar
Advanced Therapy System for additional indications; developments in regulation in the U.S. and other applicable jurisdictions; potential effects of evolving and/or extensive government regulation; the terms of our credit facility; our
self-sustainability and existing cash balance; and our ability to achieve positive cash flows. For a discussion of these and other related risks, please refer to the Company’s recent filings with the U.S. Securities and Exchange Commission
(the “SEC”), which are available on the SEC’s website at www.sec.gov, including, without limitation, the factors described under the heading “Risk Factors” in Neuronetics’ Annual Report on Form 10-K for the fiscal
year ended December 31, 2024, as may be updated or supplemented by subsequent reports that Neuronetics has filed or files with the SEC. These forward-looking statements are based on the Company’s expectations and assumptions as of the date of
this presentation. Except as required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this presentation as a result of new information, future events, or changes in the Company’s
expectations. Company Confidential 2
Non-GAAP Financial Measures In addition to financial measures prepared
in accordance with accounting principles generally accepted in the United States (“GAAP”), from time to time we may use or publicly disclose certain non-GAAP financial measures in the course of our financial presentations, earnings
releases, earnings conference calls, and otherwise. For these purposes, the SEC defines a non-GAAP financial measure as a numerical measure of historical or future financial performance, financial positions, or cash flows that (i) exclude amounts,
or is subject to adjustments that effectively exclude amounts, included in the most directly comparable measure calculated and presented in accordance with GAAP in financial statements, and (ii) include amounts, or is subject to adjustments that
effectively include amounts, that are excluded from the most directly comparable measure so calculated and presented. Non-GAAP financial measures are provided as additional information to investors to provide an alternative method for assessing our
financial condition and operating results. We believe that these non-GAAP measures, when taken together with our GAAP financial measures, allow us and our investors to better evaluate our performance and profitability. These measures are not in
accordance with, or a substitute for, GAAP, and may be different from or inconsistent with non-GAAP financial measures used by other companies. These measures should be used in addition to and in conjunction with results presented in accordance with
GAAP, and should not be relied upon to the exclusion of GAAP financial measures. Pursuant to the requirements of Regulation G, whenever we refer to a non-GAAP financial measure, we will also generally present, the most directly comparable financial
measure calculated and presented in accordance with GAAP, along with a reconciliation of the differences between the non-GAAP financial measure we reference with such comparable GAAP financial measure. Company Confidential 3
245,088 1 Unique Patients Treated As a global leader in neuroscience,
Neuronetics is delivering more options 8,805,526 1 Treatments Administered to patients and physicians by offering exceptional in-office treatments that produce extraordinary results. $149M Annual Revenue (2025) (1) Neuronetics, Inc. internal
estimate based on the Company’s data on total treatment sessions and patients treated. Company Confidential 4
A Leader in Mental Health Care Through its nationwide network of
customers and company-run clinics, Neuronetics is facilitating access to leading therapies for mental health conditions. Large patient population poorly served by medication Industry-leading vertically integrated device and clinic offering Multiple
initiatives in place to drive accelerated growth across the organization Operational focus, profitability and cash flow improvement Preparing for the potential of psychedelics Company Confidential 5
Over 29 Million Lives Affected by Depression and OCD Nearly 8 million
patients are poorly served by antidepressant medication • Lack of Treatment Efficacy Total Available Market • Intolerable Side Effects Adult Depression (MDD) Adolescent Depression 4 4.3 million suffering 1 29.3 million 21 million
suffering 5 1 million on medications 1,2,3 6.4 million on medication New indication: 35% increase in addressable market U.S. Adults and Adolescents (ages 15-21) suffering from depression, depression with anxiety and OCD Anxious Depression OCD 7 53%
of MDD patients have 4 million suffering 6 8 significant anxiety 235k on medication (1) NIMH https://www.nimh.nih.gov/health/statistics/major-depression.shtml, accessed 4/29/2024. (2) Per STAR*D patients that have failed one or more antidepressant
trial of adequate dose and duration. (3) Journal of Clinical Psychiatry, accessed 3/7/2022. (4) Depression- Pharma Intelligence Disease Analysis, www.datamonitorhealthcare.com, Publication Date: June 2021. (5) Key Substance Use and Mental Health
Indicators in the United States: Results from the 2017 National Survey on Drug Use and Health. (6) Kalin N, The Critical Relationship Between Anxiety and Depression, Am J Psychiatry 2020; 177:365–367; doi: 10.1176/appi.ajp.2020.20030305. (7)
Harvard Medical School, 2007. National Comorbidity Survey (NCSSC). (8) Definitive Health Diagnosis/Prescription Data: 3/25/22. Company Confidential 6
A Uniquely Diversified Business Model Vertical integration provides
greater access to mental health treatments nationwide NeuroStar Greenbrook Transcranial Magnetic Stimulation (TMS) Mental Health Services Provider Market Leader in TMS Devices Leading Mental Wellness Care Network Company Confidential 7
#1 Physician Recommended TMS Dedicated to Practice 1 Market Leader in
TMS Success Over 8.4 million treatment Most comprehensive customer sessions performed on over support team in the industry to 1 230,000 patients support over 800 U.S. offices Robust R&D Pipeline Widely Reimbursed rd 3 generation system. Largest
Dedicated to driving health policy clinical dataset in the world to to ensure broad U.S. drive new indications reimbursement among commercial and government payors (1) NeuroStar internal estimate based on NeuroStar’s data on treatment sessions
and patients treated. Company Confidential 8
® SPRAVATO Program ® • In March 2019, the FDA approved
SPRAVATO (esketamine) nasal spray, in conjunction with an oral antidepressant, for Treatment Resistant Depression in adults and in August 2020, the FDA added a second indication for depressive symptoms in adults with MDD with acute suicidal ideation
or behavior ® • SPRAVATO fills the gap in the treatment paradigm between or before TMS and Electroconvulsive Therapy, providing for a complimentary treatment to TMS, effectively broadening Greenbrook offering to patients • Delivered
in a two-spray dispenser under supervision from a health care professional as patients self-administer • Treatment consists of: − Induction (8 treatments) - Twice a week for 4 weeks − Taper (4 treatments) - Once a week for 4 weeks
− Maintenance - Once every one to two weeks for the next year ® • We currently have 84 REMS-Certified Treatment Centers offering SPRAVATO • Further expansion possible, dependent on facility assessment, marketing demand and ROI
analyses. Company Confidential 9
Significant Commercial Footprint and Scale Greenbrook NeuroStar TMS 93
Clinics Nationwide 800+ Customer Sites Nationwide Company Confidential 10
Strategic Account Comprehensive Customer Managers Support Team
Reimbursement Area Sales Specialists & Managers Managers Experienced team Regional Clinical Training Account Managers Managers dedicated to consistent growth and practice success Field Service Customer and Technical Service Support
Representatives Sales Leaders Company Confidential 11
Neuronetics is Positioned to Capitalize on Innovations in the Mental
Health Space Medication Management Interventional Medical Patients Medication Technology Pending Introduction of Psychedelic Psychotherapy Therapies Company Confidential 12
Key Growth Initiatives for Network Clinics Focus on execution,
profitable product diversification & expansion Drive growth in 93 clinics through enhanced RAM clinic Identifying and engagement, leveraging automated referral systems Educating Patients and optimized digital/DTC targeting Expanding the ®
Fill gaps in treatment paradigm with SPRAVATO and Continuum of Care for future psychedelic therapies Patients Standardize operational excellence across our network Consistent Implementation of Best through comprehensive training, enhanced practice
Operation Practices capabilities, and centralized services Company Confidential 13
Key Growth Initiatives for Customer Clinics Harnessing the power of
our proven programs to help more patients in need New Go-To-Market Expanding go-to-market menu through pilot programs Models aimed at addressing customer needs Enhance digital education utilizing social media, blogs, Patient Education and webinars
to support patients and BMP practices Expanding Services to Centralized call center to help BMP providers manage Existing Customers patient inquires more efficiently (billing and contracts) Company Confidential 14
Poised to Deliver Strong Growth While Improving Cash Flow th (As of
May 5 , 2026) FY 2026 Guidance Revenue $160M to $166M (+7% to +11% YoY) Between 47% and 49% Gross Margin $100M - $105M Operating Expenses includes ~$8.5 million of non-cash stock-based compensation Cash Flow Cash Flow from Operations: $(13)M to
$(17)M Company Confidential 15
Seasoned Senior Leadership Team Dan Reuvers Andrew Macan Cory Anderson
Lisa Metzner-Rosas Jeff Jones President & CEO EVP, GC & Chief SVP, Chief SVP, Chief SVP, Chief of Compliance Officer Technology Officer Marketing Officer Operations Company Confidential 16
Financial Overview Neuronetics transforming lives through NeuroHealth
Company Confidential 17
1 Worldwide Quarterly Revenue ($ in ($ in m illions million)s) (As
Reported) Q1 2026 Revenue of $34.5M, an 8% increase from Q1 2025 $41.8 $38.1 $37.3 $34.5 $32.0 Q1 2025 Q2 2025 Q3 2025 Q4 2025 Q1 2026 (1) Actual results as reported and filed with the SEC for Neuronetics Company Confidential 18
2025 – 2026 U.S. NeuroStar Treatments ($ in millions) , , , , ,
Company Confidential 19
2025 – 2026 U.S. Clinic Appointments ($ in millions) , -2.4% vs.
, Prior Year , , , Company Confidential 20
1 Results of Operations ($ in ($ in thousand thousasn)ds) (As
Reported) Three Months Ended March 31, 2025 2026 Revenues $31,975 $34,454 YOY Growth 8% Gross Profit $15,738 $16,154 Gross Margin 49% 47% Total Operating Expenses $26,752 $25,149 % of Revenues 84% 73% Loss from Operations ($11,104) ($8,995) % of
Revenues -34% -26% Adjusted EBITDA ($8,645) ($6,583) (1) Actual results as reported and filed with the SEC for Neuronetics except for adjusted EBITDA which is a Non-GAAP metric Company Confidential 21
Reconciliation Bridge EBITDA to Adjusted EBITDA ($ in thousands) The
following table presents the Company’s reconciliation between EBITDA and adjusted EBITDA. These pro formaed re os nu altsss ua mre p tiobnass that management believes are reasonable under the circumstances. However, they are not necessarily
indicative of the Company’s future performance. Earnings before interest, ta on, xe sa,n dd eapmreocriat tiziation (“EBITDA”) is defined as income (loss) before income taxes, excluding the following items: interest expense,
depreciation, and amortization. Adjusted EBITDA (“Adjusted EBITDA”) is definede xa cs lud E ingBI TD theA f,o llowing items: stock based compensation, loss on extinguishment of debt, and other items not considered indicative of the
Company’s ongoing operational performance and expected to occur infrequently. Three Months Ended March 31, 2025 2026 Net Loss to STIM Shareholders’ ($12,675) ($10,790) Interest Expense, Net $1,675 $1,246 Depreciation and Amortization
$911 $745 EBITDA ($10,089) ($8,799) 1 Stock Based Compensation $1,444 $1,677 2 Loss on Extinguishment of Debt --- $539 Adjusted EBITDA ($8,645) ($6,583) (1) Stock-based compensation consists of expenses related to restricted stock units. We exclude
these expenses from our non-GAAP financial measures because they are non-cash charges that we do not consider reflective of our core ongoing operational performance. While share-based compensation is a recurring expense and a key part of our
employee retention strategy, excluding it allows management and investors to compare our operational profitability more consistently against prior periods and industry peers. (2) In connection with its $5 million repayment of debt in the first
quarter of 2026 to Perceptive Advisors, LLC, the Company recorded a loss on partial debt extinguishment of approximately $0.5 million. This infrequent and non- recurring expense is removed from EBITDA in order to provide a more accurate reflection
of the Company’s cfo orre m aonpce er a fotion r thael pp ee riod r presented. Company Confidential 22
($ in thousands) Financial Position ($ in thousands) As of March 31,
2026 Cash and Cash Equivalents $13,214 Restricted Cash $5,750 Total Cash $18,964 Other Assets $106,476 Total Assets $125,440 Long-term debt, net $61,297 Convertible Preferred Stock Warrant Liability $0 Convertible Preferred Stock $0 Accumulated
Deficit ($469,577) kh d ’ Eq $13,265 Company Confidential 23
Supplemental Information Neuronetics, Inc. Company Confidential
24
1 Supplemental Financial and Operating Information ($ in thousands)
(As Reported) (1) Actual results as reported and filed with the SEC for Neuronetics Company Confidential 25
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Reference 1: http://www.xbrl.org/2003/role/presentationRef
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