☒QUARTERLYREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIES EXCHANGEACT OF 1934 For the quarterly period ended March31, 2026 or TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGEACT OF 1934 For the transition period fromto Commission File Number: 001-42431 Delaware35-2284050(State or otherjurisdiction of incorporation or organization)(I.R.S. Employer Identification Number)55 Nicholson Lane San Jose, CA95134(Address of principal executive offices)(Zip code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filingrequirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 ofRegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule12b-2 of the Exchange Act. Smaller reporting company☒Emerginggrowthcompany☒ 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 newor revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒ As of May 11, 2026, there were 4,798,430 shares of the registrant’s common stock outstanding. TABLE OF CONTENTS PartIFinancial Information4Item1.Financial Statements4Condensed Consolidated Balance Sheets as of March 31, 2026 andDecember31, 2025 (Unaudited)4Condensed Consolidated Statements of Operations andComprehensive Loss for the three months ended March 31, 2026and 2025 (Unaudited)5Condensed Consolidated Statements of Stockholders' Deficit forthe three months ended March31, 2026 and 2025 (Unaudited)6Condensed Consolidated Statements of Cash Flows for thethreemonths ended March31, 2026 and 2025 (Unaudited)7Notesto Condensed Consolidated Financial Statements(Unaudited)8Item2.Management’s Discussion and Analysis of Financial Conditionand Results of Operations25Item3.Quantitative and Qualitative Disclosures about Market Risk40Item4.Controls and Procedures40PartII Other Information41Item1.Legal Proceedings41Item1A.Risk Factors42Item2.Unregistered Sales of Equity Securities and Use of Proceeds42Item3.Defaults Upon Senior Securities42Item4.Mine Safety Disclosures42Item5.Other Information42Item6.Exhibits43ExhibitIndex43Signatures45 ZSpace,Inc.Quarterly Report on Form10-QFor the quarterly period ended March31, 2026 In this Quarterly Report on Form 10-Q, “we,” “our,” “us,” “zSpace,” and “the Company” refer tozSpace, Inc., together with its consolidated subsidiaries, unless the context requires otherwise. Cautionary Noteon Forward-Looking Statements This Quarterly Report on Form 10-Q contains forward-looking statements that involve risks anduncertainties. Many of the forward-looking statements are located in “Management’s Discussion andAnalysis of Financial Condition and Results of Operations.” Forward-looking statements provide currentexpectations of future events based on certain assumptions and include any statement that does not directlyrelate to any historical or current fact. Forward-looking statements can also be identified by words such as“anticipate,” “believe,” “envision,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,”“target,” “potential,” “will,” “would,” “could,” “should,” “continue,” “ongoing,” “contemplate” andsimilar terms. Forward-looking statements are not guarantees of future performance and actual results maydiffer significantly from the results discussed in the forward-looking statements. Factors that might causesuch differences include, but are not limited to, those discussed in the subsection entitled “Risk Factors”under Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended December31, 2025, as filed with the SEC on March 30, 2026. The forward-looking statements in this QuarterlyReport on Form 10-Q represent our views as of the date of this Quarterly Report on Form 10-Q. Weundertake no obligation to publicly update any forward-looking statements whether as a result of newinformation, future developments or otherwise. Part I. FINANCIAL INFORMATION zSpace,Inc. CONDENSED CONSOLIDATED BALANCE SHEET