UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission File Number 001-38538

electroCore, Inc.

(Exact name of Registrant as specified in its Charter)

Delaware		20-3454976
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

200 Forge Way, Suite 205, Rockaway, NJ		07866
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (973) 290-0097

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		The Nasdaq Stock Market LLC

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES ☒ NO ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). YES ☒ NO ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large, accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

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. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐ NO ☒

The number of shares of Registrant’s Common Stock outstanding as of July 31, 2026 was 9,015,885.

	PART I. FINANCIAL INFORMATION	Page Number
	Cautionary Note Regarding Forward-Looking Statements	2
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets as of June 30, 2026 (Unaudited) and December 31, 2025	3
	Condensed Consolidated Statements of Operations for the Three and Six Months ended June 30, 2026 and 2025 (Unaudited)	4
	Condensed Consolidated Statements of Comprehensive Loss for the Three and Six Months ended June 30, 2026 and 2025 (Unaudited)	5
	Condensed Consolidated Statements of Equity (Deficit) for the Three and Six Months ended June 30, 2026 and 2025 (Unaudited)	6
	Condensed Consolidated Statements of Cash Flows for the Six Months ended June 30, 2026 and 2025 (Unaudited)	7
	Notes to Condensed Consolidated Financial Statements (Unaudited)	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 4.	Controls and Procedures	29
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3.	Defaults Upon Senior Securities	30
Item 4.	Mine Safety Disclosures	30
Item 5.	Other Information	30
Item 6.	Exhibits	31
	Signatures	32

REFERENCES TO ELECTROCORE

In this Quarterly Report on Form 10-Q, unless otherwise stated or the context otherwise indicates, references to “ECOR,” “electroCore,” “the Company,” “we,” “us,” “our” and similar references refer to electroCore, Inc., a Delaware corporation and its wholly owned subsidiaries, including NeuroMetrix, Inc., a Delaware corporation (“NeuroMetrix” or “NURO”).

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q, or Quarterly Report, contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed in the forward-looking statements. The statements contained in this Quarterly Report that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. Forward-looking statements are often identified by the use of words such as, but not limited to, “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “project,” “seek,” “should,” “strategy,” “designed,” “target,” “will,” “would” and similar expressions or variations intended to identify forward-looking statements. These statements are based on the beliefs and assumptions of our management based on information currently available to them. Such forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to risks and uncertainties included in our Form 10-Qs, our annual report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”), in our other filings with the U.S. Securities and Exchange Commission (the “SEC”) or in materials incorporated by reference therein, including the information in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in such filings. Furthermore, any such forward-looking statements in this Quarterly Report speak only as of the date of this Quarterly Report. Except as required by law, we undertake no obligation to update or revise any forward-looking statements to reflect events or circumstances after the date of such statements.

The electroCore logo, gammaCore, Truvaga, TAC-STIM, NeuroMetrix, Quell, names, logos, and other trademarks of electroCore, Inc. appearing in this Quarterly Report are the property of electroCore, Inc. All other trademarks, service marks and trade names in this Quarterly Report are the property of their respective owners. We have omitted the ® and ™ designations, as applicable, for the trademarks used in this Quarterly Report.

ELECTROCORE, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(unaudited)

(in thousands, except share data)

	June 30,			December 31,
	2026			2025
Assets
Current assets:
Cash and cash equivalents	$	8,501		$	7,035
Marketable securities		1,543			4,576
Accounts receivable, net		909			1,027
Inventories		2,418			1,631
Prepaid expenses and other current assets		752			1,397
Total current assets		14,123			15,666

Property and equipment, net		375			382
Operating lease right-of-use assets, net		2,512			2,565
Other assets, net		54			54
Total assets	$	17,064		$	18,667
Liabilities and Equity
Current liabilities:
Accounts payable	$	2,181		$	2,712
Accrued expenses and other current liabilities		8,110			8,261
Current portion of debt		1,000			—
Current portion of operating lease liabilities		383			375
Total current liabilities		11,674			11,348
Noncurrent liabilities:
Operating lease liabilities, noncurrent		2,412			2,421
Long-term debt		5,768			6,607
Total liabilities		19,854			20,376
Commitments and contingencies (see Note 15)		—			—
Stockholders’ deficit:
Common Stock, par value $0.001 per share; 500,000,000 shares authorized as of June 30, 2026 and December 31, 2025; 9,001,540 shares issued and outstanding at June 30, 2026, and 8,004,416 shares issued and outstanding at December 31, 2025		9			8
Additional paid-in capital		196,565			189,240
Accumulated deficit		(199,386	)		(191,056	)
Accumulated other comprehensive income		22			99
Total stockholders’ deficit		(2,790	)		(1,709	)
Total liabilities and stockholders’ deficit	$	17,064		$	18,667

See accompanying notes to the condensed consolidated financial statements.

ELECTROCORE, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(unaudited)

(in thousands, except per share data)

	2026			2025			2026			2025
	Three Months Ended June 30,						Six Months Ended June 30,
	2026			2025			2026			2025
Net sales	$	9,450		$	7,381		$	19,034		$	14,100
Cost of goods sold		1,273			939			2,493			1,952
Gross profit		8,177			6,442			16,541			12,148
Operating expenses
Research and development		818			511			1,558			1,153
Selling, general and administrative		10,131			9,437			23,071			18,323
Total operating expenses		10,949			9,948			24,629			19,476
Loss from operations		(2,772	)		(3,506	)		(8,088	)		(7,328	)
Other (income) expense:
Interest and other income		(40	)		(68	)		(92	)		(151	)
Interest expense		321			5			639			10
Other expense		6			228			16			387
Total other expense		287			165			563			246
Loss before income taxes		(3,059	)		(3,671	)		(8,651	)		(7,574	)
Benefit from income taxes		-			-			321			48
Net loss	$	(3,059	)	$	(3,671	)	$	(8,330	)	$	(7,526	)
Net loss per share of common stock – Basic and Diluted	$	(0.33	)	$	(0.44	)	$	(0.91	)	$	(0.91	)
Weighted average common shares outstanding – Basic and Diluted (see Note 11)		9,404			8,316			9,180			8,302

See accompanying notes to unaudited condensed consolidated financial statements.

ELECTROCORE, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Loss

(unaudited)

(in thousands)

	2026			2025			2026			2025
	Three Months Ended June 30,						Six Months Ended June 30,
	2026			2025			2026			2025
Net loss	$	(3,059	)	$	(3,671	)	$	(8,330	)	$	(7,526	)
Other comprehensive income (loss):
Foreign currency translation adjustment		86			(89	)		(77	)		(133	)
Other comprehensive income (loss)		86			(89	)		(77	)		(133	)
Comprehensive loss	$	(2,973	)	$	(3,760	)	$	(8,407	)	$	(7,659	)

See accompanying notes to unaudited condensed consolidated financial statements.

ELECTROCORE, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Equity (Deficit)

(unaudited)

(in thousands)

	Shares		Amount		capital			deficit			income (loss)			(deficit)
	Stockholders’ Equity
	Common Stock				Additional paid-in			Accumulated			Accumulated other comprehensive			Total stockholders’ equity
	Shares		Amount		capital			deficit			income (loss)			(deficit)
Balances as of January 1, 2025		6,651	$	7	$	184,513		$	(177,090	)	$	114		$	7,544
Net loss		—		—		—			(3,855	)		—			(3,855	)
Other comprehensive income		—		—		—			—			(44	)		(44	)
Sale of common stock, net		14		—		179			—			—			179
Proceeds from the exercise of warrants		725		—		1			—			—			1
Shares issued for accrued bonus		—		—		189			—			—			189
Issuance of stock related to employee compensation, net		30		—		—			—			—			—
Share based compensation		—		—		540			—			—			540
Balances as of March 31, 2025		7,420	$	7	$	185,233		$	(180,945	)	$	70		$	4,365
Net loss		—		—		—			(3,671	)		—			(3,671	)
Other comprehensive income		—		—		—			—			(89	)		(89	)
Options exercised		10		—		45			—			—			45
Equity issuance costs		—		—		(42	)		—			—			(42	)
Issuance of stock related to employee compensation, net		36		—		—			—			—			—
Share based compensation		—		—		505			—			—			505
Balances as of June 30, 2025		7,466	$	7	$	185,741		$	(184,616	)	$	(19	)	$	1,113

Balances as of January 1, 2026		8,004	$	8	$	189,240		$	(191,056	)	$	99		$	(1,709	)
Net loss		—		—		—			(5,271	)		—			(5,271	)
Other comprehensive loss		—		—		—			—			(163	)		(163	)
Options exercised		2		—		7			—			—			7
Proceeds from the exercise of warrants		42		—		223			—			—			223
Shares issued for accrued bonus		23		—		189			—			—			189
Issuance of stock related to employee compensation, net		55		—		—			—			—			—
Share based compensation		—		—		1,036			—			—			1,036
Balances as of March 31, 2026		8,126	$	8	$	190,695		$	(196,327	)	$	(64	)	$	(5,688	)
Net loss		—		—		—			(3,059	)		—			(3,059	)
Other comprehensive loss		—		—		—			—			86			86
Sale of common stock, net		495		1		3,867			—			—			3,868
Options exercised		145		—		818			—			—			818
Proceeds from the exercise of warrants		14		—		57			—			—			57
Shares issued for accrued bonus		59		—		373									373
Issuance of stock related to employee compensation, net		162		—		—			—			—			—
Share based compensation						755									755
Balances as of June 30, 2026		9,001	$	9	$	196,565		$	(199,386	)	$	22		$	(2,790	)

See accompanying notes to the condensed consolidated financial statements.

ELECTROCORE, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows

(unaudited)
(in thousands)

	2026			2025
	Six months ended June 30,
	2026			2025
Cash flows from operating activities:
Net loss	$	(8,330	)	$	(7,526	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation		1,791			1,045
Depreciation and amortization		27			276
Amortization of right of use assets		53			77
Amortization of debt discount		161			—
Inventory reserve charge		135			—
Increase (decrease) in provision for credit losses		—			541
Changes in operating assets and liabilities:
Accounts receivable		109			13
Inventories		(925	)		249
Prepaid expenses and other assets		632			(8	)
Accounts payable		(545	)		714
Accrued expense and other current liabilities		368			(428	)
Operating lease liabilities		(2	)		69
Net cash used in operating activities		(6,526	)		(4,978	)
Cash flows from investing activities:
Purchase of property and equipment		(6	)		(62	)
Sale of marketable securities		3,033			4,747
Net cash provided by investing activities		3,027			4,685
Cash flows from financing activities:
Proceeds from exercise of warrants		280			1
Proceeds from exercise of options		826			45
Sale of common stock, net		3,868			137
Net cash provided by financing activities		4,974			183
Effect of changes in exchange rates on cash and cash equivalents		(9	)		33
Net increase (decrease) in cash and cash equivalents		1,466			(77	)
Cash and cash equivalents – beginning of year		7,035			3,700
Cash and cash equivalents – end of period	$	8,501		$	3,623

Supplemental cash flows disclosures:
Proceeds from sale of state net operating losses	$	321		$	48
Interest paid		639			5
Supplemental schedule of noncash activity:
Bonuses settled through the issuance of common stock		562			—

See accompanying notes to condensed consolidated financial statements.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 1. The Company

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.

electroCore, headquartered in Rockaway, NJ, has three wholly owned subsidiaries: electroCore U.K. Ltd, electroCore Germany GmbH and NeuroMetrix, Inc. (“NURO”). The Company acquired NURO on May 1, 2025. The Company has paused operations in Germany, with sales into the country and the rest of Europe being managed by electroCore U.K. Ltd.

Note 2. Summary of Significant Accounting Policies

(a) Basis of Presentation

The accompanying condensed consolidated financial statements were prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and with instructions to Form 10-Q and Article 10 of Regulation S-X under the Securities Exchange Act of 1934, as amended. In the opinion of management, the Company has made all necessary adjustments, which include normal recurring adjustments necessary for a fair presentation of the Company’s condensed consolidated financial position and results of operations for the interim periods presented. Certain information and disclosures normally included in the annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 31, 2025, included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 19, 2026. The results for the three and six months ended June 30, 2026, are not necessarily indicative of the results to be expected for a full year, any other interim periods or any future year or period.

(b) Principles of Consolidation

The accompanying condensed consolidated financial statements include the accounts of electroCore and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

(c) Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include revenue, licensed products and loss contingencies.

(d) Cash and Cash Equivalents

Cash and cash equivalents of $8.5 million include all highly liquid investments with an original maturity of six months or less when purchased.

As of June 30, 2026, cash equivalents represented funds held in an interest-bearing demand deposit account, U.S. treasury bills, and a money market account.

(e) Marketable Securities

Marketable securities are carried at fair value, with unrealized gains and losses reported as accumulated other comprehensive income, except for losses from impairments which are determined to be other than temporary. Realized gains and losses and declines in value judged to be other-than-temporary are included in the determination of net loss and are included in interest and other income net. Fair values are based on quoted market prices at the reporting date. Interest and dividends on available-for-sale securities are included in Interest and other income. As of June 30, 2026, marketable securities amounted to $1.5 million and consisted of U.S. treasury bills. Unrealized gains or losses during 2026 and 2025 were not material.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

(f) Recent Accounting Pronouncements

In November 2024, the FASB issued Accounting Standards Update (ASU) No. 2024-03, Income Statement (Topic 220): Reporting Comprehensive Income - Expense Disaggregation Disclosures, Disaggregation of Income Statement Expenses, which requires public companies to disclose, in interim and annual reporting periods, additional information about certain expenses in the financial statements. The amendments in this pronouncement will be effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted and is effective on either a prospective basis or retrospective basis. The Company is currently assessing the potential impacts of adoption on its consolidated financial statements and related disclosures.

In July 2025, the FASB issued ASU 2025-05, Financial Instruments — Credit Losses, which provides a practical expedient for estimating expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under Topic 606, Revenue from Contracts with Customers. ASU 2025-05 is effective for annual periods beginning after December 15, 2025 and interim periods within those annual reporting periods and should be applied prospectively, with early adoption permitted. The Company adopted this standard effective January 1, 2026 and have elected the practical expedient. This adoption did not materially affect the Company’s condensed consolidated financial statements and disclosures.

In December 2025, the FASB issued ASU 2025-12, Codification Improvements, which clarifies various topics in the Accounting Standards Codification to improve consistency and address technical corrections. Key improvements include clarifying the calculation of diluted earnings per share (EPS) when a loss from continuing operations exists. The amendments in this update are effective for the Company beginning January 1, 2027, with early adoption permitted. The Company is assessing the impact of adopting this standard.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow Scope Improvements. This update clarifies the applicability of interim reporting guidance and the form and content of interim financial statements. It also establishes a disclosure principle requiring an entity to disclose material events and changes occurring since the end of the last annual reporting period. ASU 2025-11 is effective for the Company for interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is assessing the impact of adopting this standard.

Note 3. Liquidity, Credit Risks and Going Concern

The Company has experienced significant net losses, and it expects to continue to incur net losses for the near future as it works to increase market acceptance of its prescription (Rx) devices and general wellness and human performance products. The Company has never been profitable and has incurred net losses and negative cash used in operations each year since its inception. The Company incurred net losses of $8.3 million and $7.5 million and used cash in its operations of $6.5 million and $5.0 million for the six months ended June 30, 2026 and 2025, respectively.

The Company has historically funded its operations with the proceeds of equity and debt financings. During the three and six months ended June 30, 2026, the Company received net proceeds of approximately $4.8 million and $5.0 million, respectively, from the exercise of warrants and options, and usage of our Sales Agreement (as defined below). As of June 30, 2026, the Company’s cash, cash equivalents and marketable securities totalled $10.0 million (“Cash Position”).

On July 24, 2025, our Form S-3 registration statement (File No. 333-284477), or the 2025 Shelf Registration Statement, was declared effective by the SEC. The 2025 Shelf Registration Statement relates to the potential offering and issuance from time to time of common stock, preferred stock, warrants, rights, debt securities and units, up to an aggregate amount of $100.0 million. The proposed maximum offering price per unit and the proposed maximum aggregate offering price per class of security in any future offering under the 2025 Shelf Registration Statement will be determined from time to time by us in connection with the issuance by us of the securities registered under the 2025 Shelf Registration Statement. As of July 31, 2026, we have $95.9 million remaining for potential issuance under the 2025 Shelf Registration Statement (including $15.7 million under the Sales Agreement (as defined below)). If we raise additional funds by issuing equity or debt securities, either through the sale of securities pursuant to a registration statement or by other means, our existing stockholders may experience dilution, and the new equity or debt securities may have rights, preferences and privileges senior to those of our existing stockholders.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

On November 29, 2024, we entered into an At The Market Offering Agreement (the “Sales Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright”), whereby the Company may offer and sell shares of its common stock from time to time having an aggregate offering price of up to $20.0 million by any method deemed to be an “at-the-market” offering (“ATM”) as defined in Rule 415 of the Securities Act, or any other method specified in the Sales Agreement. For the three and six months ended June 30, 2026, the Company sold 494,601 shares of its common stock at a weighted average price of $8.17 per share, net of issuance costs for approximately $3.9 million in net proceeds, pursuant to the Sales Agreement. No sales were made pursuant to the Sales Agreement during the three months ended March 31, 2026. Subsequent to June 30, 2026, the Company sold 10,745 shares of its common stock at a weighted average price of $8.35 per share, net of issuance costs, for approximately $86,200 in net proceeds, pursuant to the Sales Agreement.

On August 4, 2025 (the “LSA Closing Date”), we, and our wholly owned subsidiary, NURO, each as borrowers, entered into a Loan and Security Agreement (the “Loan and Security Agreement”), with Avenue Opportunities Fund II, L.P. (“Avenue”). The Loan and Security Agreement provided for term loans in an aggregate principal amount of up to $12.0 million, of which $7.5 million was advanced on the LSA Closing Date and the remaining availability expired on December 31, 2025. See “Note 9 – Long-Term Debt” for further information regarding the Loan and Security Agreement, and related transactions.

During the remainder of 2026, we intend to continue to make targeted investments in sales, marketing, and research and development to continue driving commercial activities. We have historically funded our operations from the sale of our common stock and debt financing and may continue to do so through utilization of the at-the-market facility pursuant to the Sales Agreement, or other equity or debt transactions.

Notwithstanding the expected cash flow from operations and expected access to capital from existing and/or future debt and equity sources, the Company’s currently forecasted cash is less than the requirements to fund its operating expenses and capital expenditure requirements, as currently planned, for at least the next 12 months from the date the accompanying condensed consolidated financial statements are issued. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. There remain significant risks and uncertainties regarding the Company’s business, financial condition and results of operations. Due to these risks and uncertainties, there can be no assurance that we will have sufficient cash flow and liquidity to fund our planned activities, which could force us to significantly reduce or curtail our activities and, ultimately, potentially cease operations. The accompanying condensed consolidated financial statements do not include any adjustment that might result from the outcome of this uncertainty.

Concentration of Revenue Risks

The Company earns a significant amount of its revenue in the United States from the United States Department of Veterans Affairs, or VA, channel pursuant to its qualifying contract under the Federal Supply Schedule, or FSS, and open market sales to individual VA facilities. For the three months ended June 30, 2026 and 2025, sales to the VA accounted for 75.8% and 71.8%, respectively. For the six months ended June 30, 2026 and 2025, the VA accounted for 75.3% and 71.1% of net sales, respectively.

For the three and six months ended June 30, 2026 and 2025, sales through our non-exclusive distribution agreement with Lovell Government Services, or Lovell, accounted for more than 10% of our VA net sales. As of June 30, 2026 and December 31, 2025, Lovell and one of our customers in the United Kingdom accounted for more than 10% of our accounts receivable, respectively. During the three and six months ended June 30, 2026 and 2025, sales associated with no single facility accounted for more than 10% of the total VA net sales. Lovell is a Service-Disabled Veteran-Owned Small Business (SDVOSB) offering medical and pharmaceutical goods and services to federal healthcare providers. During the three and six months ended June 30, 2026 and 2025, one facility accounted for more than 10% of net sales from the United Kingdom National Health Service (“NHS”). During the remainder of 2026, we intend to generate the majority of sales in the VA channel through our agreement with Lovell.

Foreign Currency Exchange

The Company has foreign currency exchange risks related to revenue and operating expenses in currencies other than the local currencies in which it operates. The Company is exposed to currency risk from the potential changes in the functional currency values of its assets, liabilities, and cash flows denominated in foreign currencies.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 4. Revenue

The following tables present product net sales disaggregated by Channel and Geographic Market (in thousands):

Channel:	2026		2025
	Three months ended June 30,
Channel:	2026		2025
United States – Rx	$	7,447	$	5,693
General Wellness		1,306		1,014
Outside the United States		503		469
TAC-STIM		185		181
In-License / Other		9		24
Total Net Sales	$	9,450	$	7,381

Channel:	2026		2025
	Six months ended June 30,
Channel:	2026		2025
United States – Rx	$	14,868	$	10,703
General Wellness		2,894		2,114
Outside the United States		1,005		967
TAC-STIM		227		271
In-License / Other		40		45
Total Net Sales	$	19,034	$	14,100

Geographic:	2026		2025
	Three months ended June 30,
Geographic:	2026		2025
Product revenue
United States	$	8,947	$	6,895
United Kingdom		463		433
Other		40		36
License revenue
Japan		-		17
Total Net Sales	$	9,450	$	7,381

Geographic:	2026		2025
	Six months ended June 30,
Geographic:	2026		2025
Product revenue
United States	$	18,012	$	13,101
United Kingdom		929		884
Other		76		83
License revenue
Japan		17		32
Total Net Sales	$	19,034	$	14,100

The Company generally invoices the customer and recognizes revenue once its performance obligations are satisfied, at which point payment is unconditional. Agreed upon payment terms with customers are within 30 days of shipment. Accordingly, contracts with customers do not include a significant financing component.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 5. Fair Value Measurements

Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three levels of the fair value hierarchy:

	●	Level 1—Quoted prices in active markets for identical assets or liabilities.

	●	Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

	●	Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

As of June 30, 2026 and December 31, 2025, the Company’s marketable securities in the amount of $1.5 million and $4.6 million, respectively, were carried at fair value in accordance with Level 1 as described above. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the three and six months ended June 30, 2026 and the year ended December 31, 2025. The carrying amount of the Company’s receivables and payables approximate their fair value due to their maturity.

Note 6. Inventory

As of June 30, 2026 and December 31, 2025, inventories consisted of the following:

Schedule of Inventories

	June 30,		December 31,
(in thousands)	2026		2025
Raw materials	$	1,131	$	1,278
Work in process		132		62
Finished goods		1,155		291
Total inventory	$	2,418	$	1,631

The reserve for obsolete inventory was $0.3 million and $0.3 million as of June 30, 2026 and December 31, 2025, respectively. The Company records charges for obsolete inventory in cost of goods sold. Inventory classified under the category “Work in process” consists of prefabricated assembled product.

Note 7. Leases

The Company leases its headquarters location in Rockaway, New Jersey. For the three and six months ended June 30, 2026, the Company recognized lease expenses of $120,000 and $240,000, respectively. For the three and six months ended June 30, 2025, the Company recognized lease expense of $178,000 and $356,000, respectively. This expense does not include non-lease components associated with the lease agreements as the Company elected not to include such charges as part of the lease expense.

Supplemental Balance Sheet Information for Operating Leases:

Schedule of Operating Leases

	June 30,			December 31,
(in thousands)	2026			2025
Operating leases:
Operating lease right of use assets	$	2,512		$	2,565
Operating lease liabilities:
Current portion of operating lease liabilities		383			375
Noncurrent operating lease liabilities		2,412			2,421
Total operating lease liabilities	$	2,795		$	2,796

Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows	$	189		$	369
Weighted average remaining lease term (in years)		12.9			13.4
Weighted average discount rate		13.5	%		13.5	%

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

Future minimum lease payments under non-cancelable operating leases as of June 30, 2026:

Schedule of Future Lease Payments

Financial year (in thousands)
Remainder of 2026	$	194
2027		397
2028		412
2029		417
2030		423
2031 and thereafter		4,479
Total future minimum lease payments		6,322
Less: Amounts representing interest		(3,527	)
Total	$	2,795

Note 8. Accrued Expenses and Other Current Liabilities

Accrued expenses as of June 30, 2026 and December 31, 2025 consisted of the following:

(in thousands)	June 30, 2026		December 31, 2025
Accrued professional fees	$	1,006	$	1,059
Accrued bonuses and incentive compensation		2,008		2,583
Accrued litigation legal fees expense		1,155		1,155
Accrued insurance expense		-		181
Accrued research and development expenses		655		655
Accrued vacation and other employee related expenses		1,779		1,000
Accrued tax expenses		489		524
Accrued purchases of inventory		117		86
Deferred revenue		153		50
Accrued acquisition related expenses		563		604
Other		185		364
	$	8,110	$	8,261

Finance and Security Agreements

On July 7, 2025, the Company and First Insurance Funding entered into a Commercial Insurance Premium Finance Agreement (the “2025 Finance Agreement”). The 2025 Finance Agreement provided for a single borrowing of approximately $452,000 with a 10ten-month term and an annual interest rate of 6.55%. The proceeds from this transaction were used to partially fund the premiums due under certain of the Company’s insurance policies. The amounts payable were secured by the Company’s rights under such policies. Beginning in July 2025, the Company paid monthly installments of approximately $45,000 through May 2026, at which time the obligations under the 2025 Finance Agreement were fully satisfied.

During the three and six months ended June 30, 2026, the Company recognized $3,300 and $6,600, respectively, in aggregate interest expense related to the Company’s finance and security agreements. During the three and six months ended June 30, 2025, the Company recognized $4,500 and $9,500, respectively, in aggregate interest expense related to the Company’s finance and security agreements.

Subsequent to June 30, 2026, the Company and First Insurance Funding entered into a Commercial Insurance Premium Finance Agreement (the “2026 Finance Agreement”). The 2026 Finance Agreement provides for a single borrowing of approximately $456,000 with a 10ten-month term and an annual interest rate of 7.250%. The proceeds from this transaction were used to partially fund the premiums due under certain of the Company’s insurance policies. The amounts payable are secured by the Company’s rights under such policies. Beginning in July 2026, the Company began paying monthly installments of approximately $46,000.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 9. Long-Term Debt

As of June 30, 2026, long-term debt consists of notes payable and convertible notes payable as follows:

	Non-Convertible			Convertible
(in thousands)	Notes Payable			Notes Payable			Total
Principal Borrowed	$	5,000		$	2,500		$	7,500
Final Payment (3.50%)		175			87			262
Total Principal		5,175			2,587			7,762

Aggregate Debt Discount		(769	)		(521	)		(1,290	)
Debt Discount Amortization		176			120			296
Unamortized Debt Discount		(593	)		(401	)		(994	)

Total Principal		5,175			2,587			7,762
Unamortized Debt Discount		(593	)		(401	)		(994	)
Long-Term Debt		4,582			2,186			6,768
Less: Current Portion of Debt		(1,000	)		—			(1,000	)
Long-Term Debt	$	3,582		$	2,186		$	5,768

Avenue Loan and Security Agreement

On the LSA Closing Date, the Company and NURO entered into the Loan and Security Agreement with Avenue, as administrative agent and collateral agent, and as lender for term loans in an aggregate principal amount of up to $12 million to be delivered in two tranches (the “Term Loans”). The tranches consist of (i) a term loan advanced to the Company on the LSA Closing Date in an aggregate amount of $7.5 million (“Tranche 1”), and (ii) subject to the achievement of certain performance milestones set forth in the Loan and Security Agreement, a right of the Company to request that Avenue make additional term loan advances to the Company in an aggregate amount of $4.5 million (“Tranche 2”), which right expired on December 31, 2025. The Term Loans mature on August 1, 2029 (the “Maturity Date”).

Subject to certain exceptions, Avenue has the right to convert (the “Conversion Right”) an aggregate amount of up to $2.5 million of the outstanding Loan Amount into shares of the Company’s common stock at a conversion price per share equal to $8.4625, representing 125% of the lower of (i) the five-day volume-weighted average price of Company’s common stock as calculated on the day prior to the LSA Closing Date, or (ii) the closing price of Company’s common stock on the date prior to the LSA Closing Date ($6.77). Therefore, the Company recorded the borrowings under Tranche 1 as Non-Convertible and Convertible Notes Payable, respectively. In the event the Company elects to prepay the Term Loans in full, the Company shall provide no less than five business days’ prior written notice to Avenue; provided, however, if Avenue has not yet exercised the Conversion Right, the Company shall provide written notice of prepayment at least 10 days in advance of the proposed prepayment date and Avenue shall have the option, with respect to the Conversion Right, to exercise the Conversion Right by delivering written notice to the Company at least two business days in advance of the proposed prepayment date.

The principal balance of the Term Loans bears interest at a variable rate per annum equal to the greater of (i) the sum of 5.0% and the prime rate as reported in The Wall Street Journal, provided that, in the event such prime rate of interest is less than zero, such rate shall be deemed to be zero, and (ii) twelve and one-half percent (12.50%) (the “Interest Rate”). Interest only shall be payable at the Interest Rate during the period following the LSA Closing Date and continuing until the first day of the first full calendar month following the 18 month anniversary of the LSA Closing Date, provided, however, that such period shall be extended for six months if as of the 18 month anniversary of the LSA Closing Date, the Company has achieved certain milestones, as provided in the Supplement to the Loan and Security Agreement dated August 4, 2025, by and among the Company, NURO and Avenue (the “Supplement”); provided, further, however, that such interest only period shall not exceed 24 months. Thereafter, principal and interest of the Term Loans shall be fully amortized and paid, in equal, monthly principal installments, plus interest at the Interest Rate for such month, through the Maturity Date, subject to the terms and conditions of the Supplement. The Company will pay final payment at a fee of 3.5% of the Loan Amount, due upon the earlier of the Maturity Date or prepayment in full of the Term Loans, which is currently $262,500 based on the borrowing under Tranche 1.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

The Company may, at its option at any time, prepay the Term Loans in their entirety by paying the then outstanding principal balance and all accrued and unpaid interest on the Term Loans, subject to a prepayment fee equal to (i) 3.0% of the principal amount outstanding if the prepayment occurs on or prior to the first anniversary following the LSA Closing Date, (ii) 2.0% of the principal amount outstanding if the prepayment occurs after the first anniversary following the LSA Closing Date, but on or prior to the second anniversary following the LSA Closing Date, and (iii) 1.0% of the principal amount outstanding if the prepayment occurs after the second anniversary following the LSA Closing Date, but on or prior to the Maturity Date.

The Company incurred borrower commitment and legal fees of $1,290,000, which are presented as debt discounts, of which $719,996 was settled in the issuance of the Company’s common stock (discussed further below). During the three and six months ended June 30, 2026, the Company recorded interest expense of $321,000 and $639,000, respectively, which included amortization of debt discount of $80,000 and $161,000, respectively. As of June 30, 2026, the interest rate on Tranche 1 is 12.5%.

The Loan and Security Agreement is collateralized by substantially all of the Company’s assets in which Avenue is granted a senior secured lien. The Company also grants Avenue a negative pledge on the Company’s intellectual property, subject to limited exceptions, pursuant to the Loan and Security Agreement. The Loan and Security Agreement contains customary representations, warranties and covenants, including covenants limiting certain additional indebtedness, liens (including a negative pledge on intellectual property and other assets, subject to limited exceptions), guaranties, substantial asset sales, investments and loans, certain corporate changes, transactions with affiliates and fundamental changes. The financial covenants include a minimum level of revenue and cash and cash equivalents. We were in compliance with these financial covenants as of June 30, 2026.

The Loan and Security Agreement provides for events of default customary for term loans of this type, including but not limited to non-payment, breaches or defaults in the performance of covenants, insolvency, bankruptcy and the occurrence of a material adverse effect on the Company. After the occurrence of an event of default, Avenue may (i) accelerate payment of all obligations, impose an increased rate of interest, and terminate Avenue commitments under the Loan and Security Agreement and (ii) exercise any other right or remedy provided by contract or applicable law.

Avenue shall have the right, but not the obligation, to invest up to an aggregate of $1 million in equity securities of the Company on the same terms, conditions, and pricing offered by the Company to other investors in connection with any offering of the Company’s equity securities to third party investors for capital raising purposes occurring after the Closing Date, on the terms and conditions set forth in the Supplement.

Avenue Subscription Agreement

In connection with the entry into the Loan and Security Agreement, the Company entered into a Subscription Agreement (the “Subscription Agreement”) between the Company and Avenue, pursuant to which the Company issued 106,351 shares (the “Subscription Shares”) of the Company’s common stock to Avenue for no additional consideration. The shares were valued at $719,996 based on the Company’s stock price on the LSA Closing Date.

The issuance of the Subscription Shares was made in reliance on the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 of Regulation D thereunder, because the offer and sale of such securities does not involve a “public offering” as defined in Section 4(a)(2) of the Securities Act.

Pursuant to the Subscription Agreement, the Company filed with the SEC a registration statement on Form S-3 (File No. 333-290713) to cover the resale of the Subscription Shares, and the shares of the Company’s common stock issuable upon the Conversion Right pursuant to the Loan and Security Agreement, which registration statement became effective on October 22, 2025.

The foregoing summary of the Loan and Security Agreement, the Supplement and the Subscription Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of Loan and Security Agreement and the Supplement, which are filed as Exhibits 10.1, 10.2 and 10.3 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2025, and are incorporated by reference herein.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

Maturities on long-term debt include:

(in thousands)	Amount
Remainder of 2026	$	-
2027		2,500
2028		3,000
2029		2,262
Total	$	7,762

Note 10. Shareholders’ Equity

At-the-Market Facility

On November 29, 2024, we entered into the Sales Agreement with Wainwright. Under the Sales Agreement, the Company may offer and sell shares of its common stock from time to time having an aggregate offering price of up to $20 million during the term of the Sales Agreement through Wainwright, acting as sales agent. The Company intends to use the net proceeds from any offering pursuant to the Sales Agreement to continue to fund sales and marketing, working capital and for other general corporate purposes. For the three and six months ended June 30, 2026, the Company sold 494,601 shares of its common stock at a weighted average price of $8.17 per share, net of $0.2 million of issuance costs for approximately $3.9 million in net proceeds, pursuant to the Sales Agreement. Subsequent to June 30, 2026, the Company sold 10,745 shares of its common stock at a weighted average price of $8.35 per share, net of issuance costs, for approximately $86,200 in net proceeds, pursuant to the Sales Agreement. No sales were made pursuant to the Sales Agreement during the three months ended March 31, 2026.

Including purchases in 2025, the Company has sold 519,611 shares of common stock for $4,203,000 in proceeds, net of issuance costs, pursuant to the Sales Agreement.

Stock Purchase Warrants

The following table presents a summary of stock purchase warrants outstanding as of June 30, 2026:

	Number of Warrants (in thousands)			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)		Aggregate Intrinsic Value (in thousands)
Outstanding, January 1, 2026		1,496		$	5.19		3.23	$	121
Stock Purchase Warrants *		—
Exercised		(56	)		5.06
Expired		—
Outstanding, June 30, 2026		1,440		$	5.19		2.73	$	4,965
Exercisable, June 30, 2026		1,440		$	5.19		2.73	$	4,965

*	A total of 883,433 pre-funded warrants are excluded from this table.

Note 11. Net Loss Per Share

Basic net loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding adjusted to give effect to potentially dilutive securities. Due to their nominal exercise price of $0.001 per share, 883,433 pre-funded warrants are considered common stock equivalents during the three and six months ended June 30, 2026 and 2025, respectively, and are included in weighted average shares outstanding in the accompanying condensed consolidated statement of operations as of the closing date of the Company’s July 2023 Securities Purchase Agreements. Restricted stock and unit awards, stock options, and warrants (other than the pre-funded warrants) have not been included in the diluted loss per share calculation as their inclusion would have had an anti-dilutive effect.

ELECTROCORE, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

The potential common stock equivalents that have been excluded from the computation of diluted loss per share consist of the following:

(in thousands)	2026		2025
	Six months ended June 30,
(in thousands)	2026		2025
Outstanding stock options		369		530
Restricted stock and unit awards		700		453
Debt conversion shares		295		-
Stock purchase warrants		1,440		1,497
Total common stock equivalents