Form 8-K - Current report

0001127537FALSE00011275372024-10-302024-10-30

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): October 30, 2024

PULMONX CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Delaware						001-39562			77-0424412
(State or Other Jurisdiction						(Commission File Number)			(IRS Employer
of Incorporation)									Identification No.)
700 Chesapeake Drive
Redwood City,			CA						94063
(Address of Principal Executive Offices)									(Zip Code)

[phone]

Registrant's telephone number, including area code

Not Applicable

(Former name or former address, if changed since last report.)

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 (see General Instructions A.2. below):

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

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.001 par value

LUNG

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

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Item 2.02 Results of Operations and Financial Condition.

On October 30, 2024, Pulmonx Corporation (the “Company”) issued a press release announcing its financial results for the third fiscal quarter ended September 30, 2024. A copy of the Company’s press release dated October 30, 2024, titled “Pulmonx Reports Third Quarter 2024 Financial Results” is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The foregoing information (including the exhibit hereto) is being furnished under “Item 2.02 Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No.						Description
99.1						Press release dated October 30, 2024
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Pulmonx Corporation

Dated: October 30, 2024

By:			/s/ Mehul Joshi
			Mehul Joshi
			Chief Financial Officer

Exhibit 99.1

Pulmonx Reports Third Quarter 2024 Financial Results

Redwood City, CA – October 30, 2024 – Pulmonx Corporation (Nasdaq: LUNG) (“Pulmonx” or the "Company"), a global leader in minimally invasive treatments for lung disease, today reported financial results for the third quarter of 2024 ended September 30, 2024.

Recent Highlights

•Achieved worldwide revenue of $20.4 million in the third quarter of 2024, a 15% increase over the same period last year

•Delivered $13.8 million in U.S. revenue in the third quarter of 2024, representing 17% year-over-year growth

•Realized gross margin of 74% in the third quarter of 2024

•Added 15 new Zephyr® Valve U.S. treatment centers in the third quarter of 2024

•6-month data from the AeriSeal® CONVERT trial demonstrated 77.6% of patients with collateral ventilation experienced conversion

•Long-term data from the LIBERATE study demonstrated positive, durable benefits to patients treated with Zephyr® Valves out to at least 5 years

“I am pleased with our team’s continued execution across several key commercial and clinical initiatives designed to increase patient access to our life changing Zephyr Valve treatment,” said Steve Williamson, President, and Chief Executive Officer. “We remain confident in the strong underlying demand for Zephyr Valves. I believe our efforts to automate patient workflow through our LungTraX platform, drive awareness among patients and referring physicians, and expand our total addressable market will enable sustained commercial growth over the long-term.”

Third Quarter 2024 Financial Results

Total worldwide revenue in the third quarter of 2024 was $20.4 million, a 15% increase from $17.7 million in the third quarter of 2023. U.S. revenue was $13.8 million, a 17% increase from the third quarter of 2023. International revenue was $6.6 million, a 12% increase compared to the third quarter of 2023. The growth in revenue reflects continued commercial execution and global adoption of Zephyr Valve procedures.

Gross profit in the third quarter of 2024 was $15.0 million, compared to $13.0 million for the third quarter of 2023. Gross margin for the third quarter of 2024 was 74%, compared to 74% for the same period in 2023.

Operating expenses in the third quarter of 2024 were $29.2 million, compared to $28.2 million for the third quarter of 2023, representing an increase of 3%. The increase in operating expenses was primarily attributable to increased commercial investments.

Net loss in the third quarter of 2024 was $14.1 million, or $0.36 per share, compared to a net loss of $14.9 million, or $0.39 per share, for the same period in 2023.

Adjusted EBITDA loss in the third quarter of 2024 was $8.1 million compared to $9.0 million for the same period in 2023.

Cash, cash equivalents, and marketable securities totaled $107.8 million as of September 30, 2024.

2024 Financial Outlook

Pulmonx continues to expect revenue for the full year 2024 to be in the range of $81 million to $84 million.

The Company now expects gross margin for the full year 2024 to be approximately 74%.

Pulmonx now expects total operating expenses for the full year 2024 to fall within the range of $122 million to $124 million, inclusive of approximately $22 million of non-cash stock-based compensation.

Webcast and Conference Call Details

Pulmonx will host a conference call today, October 30, 2024, at 1:30 p.m. PT / 4:30 p.m. ET to discuss its third quarter financial results. A live webcast of the conference call will be available on the Investor Relations section of the Company's website at https://investors.pulmonx.com/. The webcast will be archived on the website following the completion of the call.

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Use of Non-GAAP Financial Measures

To supplement Pulmonx’s condensed consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, Pulmonx provides certain non-GAAP financial measures in this release as supplemental financial metrics. Non-GAAP financial measures reflect an additional way of viewing aspects of the Company's operations that, when viewed with GAAP results, may provide a more complete understanding of factors and trends affecting Pulmonx’s business.

Constant currency calculations show reported current period revenues as if the foreign exchange rates remain the same as those in effect in the comparable prior year period. Pulmonx uses results on a constant currency basis as one measure to evaluate its performance. Pulmonx calculates constant currency by calculating current-year results using foreign currency exchange rates from the applicable comparable period in the prior year. Pulmonx generally refers to such amounts calculated on a constant currency basis as excluding the impact of foreign exchange or being on a constant currency basis. Pulmonx believes the presentation of results on a constant currency basis in addition to reported results helps improve investors’ ability to understand its operating results and evaluate its performance in comparison to prior periods. Pulmonx generally uses constant currency to facilitate management's financial and operational decision-making, including evaluation of Pulmonx’s historical operating results.

The Company defines Adjusted EBITDA as earnings before interest income or expense, taxes, depreciation and amortization and stock-based compensation and may also exclude certain non-recurring, irregular or one-time items not reflective of our ongoing core business operations, such as impairment charges. Management believes in order to properly understand short-term and long-term financial trends, investors may wish to consider the impact of these excluded items in addition to GAAP measures. Further, management uses adjusted EBITDA for strategic and annual operating planning. We believe these non-GAAP financial measures are useful as a supplement in evaluating our ongoing operational performance and enhancing an overall understanding of our past financial performance.

Reconciliation of these non-GAAP financial measures to the most comparable GAAP measures is set forth in the tables below.

The non-GAAP financial measures used by Pulmonx should be considered supplemental to, and not a substitute for, financial information prepared in accordance with GAAP. Because non-GAAP financial measures exclude the effect of items that increase or decrease the company's reported results of operations, management strongly encourages investors to review, when they become available, the Company's consolidated financial statements and publicly filed reports in their entirety. The Company's definition of non-GAAP measures may differ from similarly titled measures used by others.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on management’s current assumptions and expectations of future events and trends, which affect or may affect our strategy, operations or financial performance, and actual results may differ materially from those expressed or implied in such statements due to numerous risks and uncertainties. These forward-looking statements include, but are not limited to, statements regarding our commercial strategy to grow the adoption of our Zephyr Valve treatment and expand our global treatable market, our expectations regarding the demand for Zephyr Valves, account activity and productivity, our possible or assumed future results of operations, including long-term outlook, descriptions of our revenues, total operating expenses, gross margin, profitability, guidance for full year 2024, commercial momentum, physician engagement and awareness of the benefits of the Zephyr Valve, the adoption by customers of our LungTraX Platform, and overall business strategy. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Factors that could cause actual results to differ materially from those contemplated in this press release can be found in the Risk Factors section of Pulmonx’s public filings with the Securities and Exchange Commission (“SEC”), including the Quarterly Report on Form 10-Q filed with the SEC on August 2, 2024, available at www.sec.gov. Because forward-looking statements are inherently subject to risks and uncertainties, you should not rely on these forward-looking statements as predictions of future events. All statements other than statements of historical fact are forward-looking statements. Except to the extent required by law, we undertake no obligation to update or review any estimate, projection, or forward-looking statement. Actual results may differ from those set forth in this press release due to the risks and uncertainties inherent in our business.

About Pulmonx Corporation

Pulmonx Corporation (Nasdaq: LUNG) is a global leader in minimally invasive treatments for chronic obstructive pulmonary disease (COPD). Pulmonx’s Zephyr® Endobronchial Valve, Chartis® Pulmonary Assessment System, LungTraxTM Platform, and StratX® Lung Analysis Reports are designed to assess and treat patients with severe emphysema/COPD who despite medical management are still profoundly symptomatic. Pulmonx received FDA pre-market approval to commercialize the Zephyr Valve following its designation as a “breakthrough device.” The Zephyr Valve is commercially available in more than 25 countries, is included in global treatment guidelines and is widely considered a standard of care treatment option for improving breathing, activity and quality of life in patients with severe emphysema. For more information on the Zephyr Valves and the company, please visit www.Pulmonx.com.

Pulmonx®, AeriSeal®, Chartis®, StratX®, and Zephyr® are registered trademarks and LungTraXTM is a trademark of Pulmonx Corporation.

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Investor Contact

Brian Johnston

Laine Morgan

Gilmartin Group

[e-mail]

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Pulmonx Corporation

Consolidated Statements of Operations

(in thousands, except share and per share data)

(Unaudited)

						Three Months Ended September 30,												Nine Months Ended September 30,
						2024						2023						2024						2023
Revenue						$	20,387					$	17,668					$	60,024					$	49,397
Cost of goods sold						5,361						4,639						15,613						13,045
Gross profit						15,026						13,029						44,411						36,352
Operating expenses
Research and development						3,744						4,220						13,569						14,184
Selling, general and administrative						25,411						23,985						75,129						70,184
Total operating expenses						29,155						28,205						88,698						84,368
Loss from operations						(14,129)						(15,176)						(44,287)						(48,016)
Interest income						1,269						1,490						4,016						4,027
Interest expense						(891)						(893)						(2,665)						(2,327)
Other (expense) income, net						(201)						(262)						179						(316)
Net loss before tax						(13,952)						(14,841)						(42,757)						(46,632)
Income tax expense						192						59						462						323
Net loss						$	(14,144)					$	(14,900)					$	(43,219)					$	(46,955)
Net loss per share attributable to common stockholders, basic and diluted						$	(0.36)					$	(0.39)					$	(1.11)					$	(1.24)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted						39,276,447						38,119,824						38,953,032						37,838,822

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Pulmonx Corporation

Condensed Consolidated Balance Sheets

(in thousands)

(Unaudited)

			September 30, 2024						December 31, 2023
Assets
Current assets
Cash and cash equivalents			$	63,312					$	83,547
Restricted cash			258						237
Short-term marketable securities			44,467						33,555
Accounts receivable, net			11,670						12,105
Inventory			16,959						16,743
Prepaid expenses and other current assets			4,263						4,235
Total current assets			140,929						150,422
Long-term marketable securities			—						14,390
Long-term inventory			2,266						2,580
Property and equipment, net			2,983						4,028
Goodwill			2,333						2,333
Intangible assets, net			—						31
Right of use assets			18,236						3,406
Other long-term assets			654						591
Total assets			$	167,401					$	177,781
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable			$	4,576					$	1,497
Accrued liabilities			12,779						16,234
Income taxes payable			74						93
Deferred revenue			109						104
Short-term debt			99						2,155
Current lease liabilities			663						3,074
Total current liabilities			18,300						23,157
Deferred tax liability			129						114
Long-term lease liabilities			17,910						1,106
Long-term debt			37,137						35,089
Total liabilities			73,476						59,466
Stockholders' equity
Common stock			39						39
Additional paid-in capital			545,732						526,797
Accumulated other comprehensive income			2,534						2,640
Accumulated deficit			(454,380)						(411,161)
Total stockholders' equity			93,925						118,315
Total liabilities and stockholders' equity			$	167,401					$	177,781

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Pulmonx Corporation

Reconciliation of Reported Revenue % Change to Constant Currency Revenue % Change

(in thousands)

(Unaudited)

			Three Months Ended September 30,
			2024						2023						% Change						FX Impact %						Constant Currency % Change
United States			$	13,836					$	11,838					16.9		%				—		%				16.9		%
International			6,551						5,830						12.4		%				0.4		%				12.0		%
Total			$	20,387					$	17,668					15.4		%				0.1		%				15.3		%

			Nine Months Ended September 30,
			2024						2023						% Change						FX Impact %						Constant Currency % Change
United States			$	40,586					$	32,197					26.1		%				—		%				26.1		%
International			19,438						17,200						13.0		%				0.9		%				12.1		%
Total			$	60,024					$	49,397					21.5		%				0.3		%				21.2		%

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Pulmonx Corporation

Reconciliation of Net Loss to Non-GAAP Adjusted EBITDA

(in thousands)

(Unaudited)

			Three Months Ended September 30,												Nine Months Ended September 30,
			2024						2023						2024						2023
GAAP Net loss			$	(14,144)					$	(14,900)					$	(43,219)					$	(46,955)
Depreciation and amortization			376						415						1,199						1,261
Stock-based compensation			5,839						6,003						17,432						16,503
Impairment of capitalized software development costs			—						—						1,717						—
Interest (income)/expense, net			(378)						(597)						(1,351)						(1,700)
Provision for income taxes			192						59						462						323
Adjusted EBITDA			$	(8,115)					$	(9,020)					$	(23,760)					$	(30,568)

Cover Page	Oct. 30, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 30, 2024
Entity Registrant Name	PULMONX CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	001-39562
Entity Tax Identification Number	77-0424412
Entity Address, Address Line One	700 Chesapeake Drive
Entity Address, City or Town	Redwood City,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94063
City Area Code	650
Local Phone Number	364-0400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	LUNG
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001127537
Amendment Flag	false

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