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Form 8-K

sec.gov

8-K — electroCore, Inc.

Accession: 0001493152-26-036342

Filed: 2026-08-06

Period: 2026-08-06

CIK: 0001560258

SIC: 3845 (ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-99.1 (ex99-1.htm)

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

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

Date

of Report (date of earliest event reported):

August

6, 2026

electroCore,

Inc.

(Exact

name of registrant as specified in its charter)

Delaware

001-38538

20-3454976

(State

or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(I.R.S.

Employer

Identification Number)

200

Forge Way, Suite 205

Rockaway,

NJ 07866

(Address

of principal executive offices and zip code)

(973)

290-0097

(Registrant’s

telephone number, including area code)

Check

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

any of the following provisions:

Written

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

Soliciting

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

Pre-commencement

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

Pre-commencement

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

Securities

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

Title

of each class

Trading

symbol(s)

Name

of each exchange on which registered

Common Stock, Par Value

$0.001 Per Share

ECOR

NASDAQ Capital Market

Indicate

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

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

Emerging

growth company ☐

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.

On

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

quarter ended June 30, 2026, and (ii) providing guidance for the full year of 2026 and certain periods of 2027. A copy of the press release

is furnished herewith as Exhibit 99.1 and incorporated by reference.

The

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

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

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

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

unless expressly incorporated by specific reference in such filing.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

of Exhibit

99.1

Press Release dated August 6, 2026

104

Cover

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

SIGNATURES

Pursuant

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

the undersigned hereunto duly authorized.

electroCore, Inc.

August 6, 2026

/s/

Joshua S. Lev

Joshua S. Lev

Interim

President and Chief Financial Officer

EX-99.1

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

electroCore

Announces Second Quarter 2026 Financial Results

Second

quarter 2026 net sales of $9.5 million, an increase of 28% over $7.4 million in the second quarter 2025

Net

loss of $3.1 million decreased 17% from prior year with Adjusted EBITDA net loss improving 26% from prior-year period

Increasing

2026 revenue guidance to greater than 30% year-over-year growth

Company

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

ROCKAWAY,

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

a bioelectronic technology company, today announced financial results for the second quarter ended June 30, 2026. The Company reported

quarterly revenue of $9.5 million, an increase of approximately 28% year-over-year, driven by continued growth in U.S. prescription sales

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

“This

quarter marked a new era for our company as we implemented significant changes across our commercial organization to better position

us for long-term success,” said Joshua Lev, Interim President and Chief Financial Officer of electroCore. “While these actions

required investment and focus throughout the quarter, we believe they have strengthened our foundation, improved operating efficiency,

and enhanced our ability to accelerate revenue growth. We are encouraged by the early results, and we believe these changes will help

us drive sustainable top-line growth and achieve positive Adjusted EBITDA in the third quarter of 2027.”

Recent

Operational Highlights

Veterans

Affairs Channel Continues to Drive Prescription Growth

The

VA continued to be the Company’s largest growth driver in the second quarter. Prescription (Rx) gammaCore revenue grew approximately

11% year-over-year Approximately 16,400 VA patients have received a gammaCore device, representing approximately 2.7% penetration of

the estimated addressable VA headache market.

Quell

Adoption Accelerates

Sales

of the Quell product line were $1.3 million in the second quarter of 2026, growing approximately 700% year-over-year and approximately

30% over the first quarter of 2026. Cumulative Quell revenue is approximately $4.0 million since the acquisition from NeuroMetrix, Inc.

(“NURO”) in May 2025, of which $3.8 million of Quell Fibromyalgia has been sold into the VA.

Truvaga

Spend Decreases as Media Costs Expand

Truvaga

revenue grew approximately 27% year-over-year to $1.3 million and decreased 17% from the prior period. The Company reduced its Truvaga

spend in response to higher media pricing.

Evolution

of the Commercial Organization

To

promote sustained growth, the Company has made material structural changes to the commercial organization. The Company doubled the number

of sales regions from three to six, promoting greater accountability in smaller geographic territories. The Company recruited, contracted,

and trained 17 new 1099 representatives with renewed focus on new patients and refill rates at the individual VA account level and helped

diversify revenue across a larger number of accounts.

These

changes are also structured to improve our cost efficiency over time. The Company has redesigned the sales incentive plan to reduce sales

and marketing expense as a percentage of revenue. The redesigned plan realigns the Company’s sales territories, eliminating overlapping,

inefficient coverage that added cost without building durable accounts and should result in a reduction in incentive compensation variable

expense from approximately 35% of prescription revenue to 27% and an overall reduction of the sales and marketing expense to 54% of revenue

by the end of 2027.

In

addition, moving forward Lovell Government Services will be the Company’s primary Federal Supply Schedule contract holder across

all electroCore products, in both the VA and DoD markets. That will simplify how the Company’s products move through federal procurement

and positions the Company to scale federal growth more efficiently and is expected to eliminate roughly 3% of general and administrative

expense in transaction fees associated with direct sales.

Beyond

the VA, the Company contracted a 1099 representative with a specific mandate to grow the Company’s presence within the Kaiser Permanente

Georgia system and hired a W-2 employee to bring dedicated focus and expertise to Department of Defense and federal workers’ compensation.

Second

Quarter 2026 Financial Results and Select Guidance

For

the three months ended June 30, 2026, electroCore reported net sales of $9.5 million compared to $7.4 million during the same period

in 2025, an increase of approximately 28% over the prior year. The increase of $2.1 million was primarily driven by growth in net sales

of Quell Fibromyalgia products acquired from NURO in May 2025 and Rx gammaCore, which are sold to the VA, and continued growth in net

sales of the Company’s nonprescription general wellness Truvaga products. During the remainder of 2026, the Company intends to

generate the majority of its sales in the VA channel through the Company’s agreement with Lovell.

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

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

Gross

profit increased $1.7 million to $8.2 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

The increase in gross profit is attributable to the increased net sales. Gross margin decreased from 87.3% to 86.5% for the three months

ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease in gross margin was primarily due to an increase in

our inventory reserve.

Research

and development expense was $0.8 million in the second quarter of 2026, compared to $0.5 million in the second quarter of 2025. The increase

was primarily due to increased studies and grants, higher stock-based compensation, and initial costs to develop enhancements to our

Truvaga mobile application.

Selling,

general and administrative expense was $10.1 million for the three months ended June 30, 2026, compared to $9.4 million in the prior

year period. Sales and marketing increased $1.4 million from the prior year. The increase in sales and marketing expense was primarily

driven by approximately $0.9 million of variable expenses that supported the $2.1 million increase in net sales, reflecting the operating

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

General

and administrative expense decreased $0.7 million from the prior year. The decrease was primarily attributable to $0.5 million in bad

debt expense recorded in the second quarter of 2025 (associated with a TAC-STIM receivable) that did not recur, as well as a reduction

in professional fees in the second quarter of 2026.

Total

operating expenses in the three months ended June 30, 2026 were $10.9 million, compared to $9.9 million in the three months ended June

30, 2025.

GAAP

net loss in the second quarter of 2026 was $3.1 million, compared to $3.7 million in the second quarter of 2025. The decrease in GAAP

net loss was primarily attributed to higher gross profit associated with the increase in net sales, partially offset by variable sales

and marketing expenses associated with the increase in sales. Net loss per share for the second quarter of 2026 was $0.33, compared to

$0.44 in the second quarter of 2025.

Adjusted

EBITDA net loss in the second quarter of 2026 was $1.8 million, compared to an adjusted EBITDA net loss of $2.4 million in the second

quarter of 2025, an improvement of approximately $0.6 million, or 26%, year-over-year.

Adjusted

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

and a reconciliation to GAAP net loss.

Total

cash, cash equivalents, and marketable securities at June 30, 2026, was approximately $10.0 million, compared to approximately $11.6

million at December 31, 2025.

Full

Year 2026 and Select 2027 Outlook

The

Company is raising its full-year 2026 revenue guidance to greater than 30% annual growth over full-year 2025 and expects to achieve positive

Adjusted EBITDA in the third quarter of 2027.

A

reconciliation of forward-looking Adjusted EBITDA to the most directly comparable GAAP measure is not provided because the timing and

magnitude of certain reconciling items cannot be reasonably predicted without unreasonable effort.

Webcast

and Conference Call Information

electroCore’s

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

Investors

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

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

Dial-In:

(646) 931-3860

Webinar

ID: 849 0856 5421

Passcode:

305949

An

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

About

electroCore, Inc.

electroCore,

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

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

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

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

bioelectronic technologies to promote general wellness and human performance.

For

more information, visit www.electrocore.com.

Forward-Looking

Statements

This

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

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

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

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

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

markets; revenue guidance for the full year of 2026 and select Adjusted EBITDA guidance for 2027; the Company’s ability to continue

as a going concern; the Company’s ability to raise additional capital; and the Company’s liquidity position, respectively,

and other statements that are not historical in nature, particularly those that utilize terminology such as “anticipates,”

“will,” “expects,” “believes,” “designed,” “intends,” and other words of

similar meaning, derivations of such words and the use of future dates. Actual results could differ from those projected in any forward-looking

statements due to numerous factors. Such factors include, among others, the ability to raise the additional funding needed to continue

to pursue electroCore’s business and product development plans, the inherent uncertainties associated with developing new products

or technologies, the ability to commercialize gammaCore, TAC-STIM, Truvaga, and Quell, the risk the Company may not be able to maintain

its listing on the Nasdaq Capital Market, the risk that expected cost savings from the revised sales incentive compensation structure

and the Lovell arrangement will not materialize, FDA regulatory matters that may affect the Quell product line, electroCore’s results

of operations and financial performance, inflation and currency fluctuations, and any expectations electroCore may have with respect

thereto, competition in the industry in which electroCore operates and overall economic and market conditions. Any forward-looking statements

are made as of the date of this press release, and electroCore assumes no obligation to update the forward-looking statements or to update

the reasons why actual results could differ from those projected in the forward-looking statements, except as required by law. Investors

should consult all of the information set forth herein and should also refer to the risk factor disclosure set forth in the reports and

other documents electroCore files with the SEC available at www.sec.gov including its Quarterly Report on Form 10-Q and Annual Report

on Form 10-K.

Contact

ECOR

Investor Relations

(973)

302-9253

investors@electrocore.com

ELECTROCORE,

INC. AND SUBSIDIARIES

Condensed

Consolidated Statements of Operations

(unaudited)

(in

thousands, except per share data)

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

9,404

8,316

9,180

8,302

ELECTROCORE,

INC. AND SUBSIDIARIES

Condensed

Consolidated Balance Sheet Information

(unaudited)

(in

thousands)

June 30, 2026

December 31, 2025

Cash and cash equivalents

$ 8,501

$ 7,035

Marketable securities

1,543

4,576

Total assets

17,064

18,667

Current liabilities

11,674

11,348

Total liabilities

19,854

20,376

Total stockholders’ deficit

(2,790 )

(1,709 )

Use

of Non-GAAP Financial Measure

The

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

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

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

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

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

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

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

and certain large and unpredictable charges such as restructuring expenses.

The

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

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

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

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

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

table below.

Three months ended June 30,

Six months ended June 30,

(in thousands)

2026

2025

2026

2025

GAAP net loss

$ (3,059 )

$ (3,671 )

$ (8,330 )

$ (7,526 )

Depreciation and amortization

6

124

27

276

Stock-based compensation

755

506

1,791

1,045

Inventory reserve change

102

(55 )

135

(143 )

Severance and other related charges

58

-

1,483

180

Acquisition related expenses

-

228

-

373

Reserve for bad debt charge

-

548

-

548

Interest expense (income)

281

(58 )

547

(141 )

Benefit from income taxes

-

-

(321 )

(48 )

Non-recurring one-time charges

104

-

589

-

Adjusted EBITDA net loss

$ (1,753 )

$ (2,378 )

$ (4,079 )

$ (5,436 )

The

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

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

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

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

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

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

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

differently, effectively reducing its usefulness as a comparative measure.

Because

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

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

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

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Local phone number for entity.

+ References

No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

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- Definition

Title of a 12(b) registered security.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Namespace Prefix:

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Data Type:

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- Definition

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

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

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- Definition

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

+ References

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

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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