8-K

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 2, 2023

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)

(650)364-0400

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 2, 2023, Pulmonx Corporation (the “Company”) issued a press release announcing its financial results for the second fiscal quarter ended June 30, 2023. A copy of the Company’s press release dated August 2, 2023, titled “Pulmonx Reports Second Quarter 2023 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 August 2, 2023
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: August 2, 2023

By:	/s/ Derrick Sung
	Derrick Sung, Ph.D.
	Chief Financial Officer

Document

Exhibit 99.1

Pulmonx Reports Second Quarter 2023 Financial Results

Redwood City, CA – August 2, 2023 – Pulmonx Corporation (Nasdaq: LUNG) (“Pulmonx” or the "Company"), a global leader in minimally invasive treatments for lung disease, today reported financial results for the second quarter of 2023 ended June 30, 2023.

Recent Highlights

•Achieved record worldwide revenue of $17.2 million in the second quarter of 2023, a 23% increase over the same period last year

•Delivered a new high of $11.0 million in U.S. revenue in the second quarter of 2023, representing 28% year-over-year growth

•Realized gross margin of 74% in the second quarter of 2023

•Added 15 new U.S. treatment centers for Zephyr Valves in the second quarter 2023

“Our team delivered record results globally as hospitals increased their screening and treatment of emphysema patients with Zephyr Valves,” said Glen French, President, and Chief Executive Officer. “We expect to continue to grow adoption and expand our global treatable market as we seek to meet the substantial unmet clinical needs of patients with severe emphysema.”

Second Quarter 2023 Financial Results

Total worldwide revenue in the second quarter of 2023 was $17.2 million, a 23% increase from $14.0 million in the second quarter of 2022. U.S. revenue was $11.0 million, a 28% increase from the second quarter of 2022. International revenue was $6.2 million, a 16% increase compared to the second quarter of 2022. The growth in revenue reflects continued commercial momentum and adoption of Zephyr Valve procedures.

Gross profit in the second quarter of 2023 was $12.7 million, compared to $10.4 million for the second quarter of 2022. Gross margin for the second quarter of 2023 was 74%, compared to 75% for the same period in 2022, reflecting slightly lowered capacity utilization.

Operating expenses in the second quarter of 2023 were $29.2 million, compared to $24.8 million for the second quarter of 2022, representing an increase of 17%. The increase in operating expenses was primarily attributable to an increase in clinical and development costs related to our AeriSeal program, increases in selling and legal expenses, and higher stock -based compensation expense.

Net loss in the second quarter of 2023 was $16.2 million, or $0.43 per share, compared to a net loss of $14.6 million, or $0.40 per share, for the same period in 2022.

Adjusted EBITDA loss in the second quarter of 2023 was $10.3 million compared to $9.8 million for the same period in 2022.

Cash, cash equivalents, and marketable securities totaled $147.6 million as of June 30, 2023.

2023 Financial Outlook

Pulmonx is increasing its expectation for revenue in 2023 to now range from $64 million to $66 million, which represents approximately 19% to 23% growth over the Company's fiscal year 2022 revenue. This updated guidance compares to prior 2023 revenue guidance of $63 million to $65 million.

The Company continues to expect gross margin for the full year 2023 to fall within the range of 73% to 74%.

Pulmonx also continues to expect total operating expenses for the full year 2023 to fall within the range of $112 million to $114 million, inclusive of approximately $22 million of non-cash stock-based compensation.

Webcast and Conference Call Details

Pulmonx will host a conference call today, August 2, 2023, at 1:30 p.m. PT / 4:30 p.m. ET to discuss its second 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.

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. 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 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 2023, commercial momentum, physician engagement and awareness of the benefits of the Zephyr Valve, 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 May 8, 2023, 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 severe lung disease. Pulmonx’s Zephyr® Endobronchial Valve, Chartis® Pulmonary Assessment System and StratX® Lung Analysis Platform 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, with over 100,000 valves used to treat more than 25,000 patients. For more information on the Zephyr Valves and the company, please visit www.Pulmonx.com.

Pulmonx®, Chartis®, StratX®, and Zephyr® are registered trademarks of Pulmonx Corporation.

Investor Contact

Brian Johnston

Gilmartin Group

investors@pulmonx.com

Pulmonx Corporation

Consolidated Statements of Operations

(in thousands, except share and per share data)

(Unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Revenue	$	17,194	$	13,950	$	31,729	$	24,735
Cost of goods sold	4,460		3,532		8,406		6,206
Gross profit	12,734		10,418		23,323		18,529
Operating expenses
Research and development	5,710		3,594		9,963		7,128
Selling, general and administrative	23,463		21,235		46,199		41,480
Total operating expenses	29,173		24,829		56,162		48,608
Loss from operations	(16,439)		(14,411)		(32,839)		(30,079)
Interest income	1,410		199		2,537		304
Interest expense	(864)		(223)		(1,435)		(421)
Other income (expense), net	(162)		(165)		(54)		(165)
Net loss before tax	(16,055)		(14,600)		(31,791)		(30,361)
Income tax expense	140		40		264		107
Net loss	$	(16,195)	$	(14,640)	$	(32,055)	$	(30,468)
Net loss per share attributable to common stockholders, basic and diluted	$	(0.43)	$	(0.40)	$	(0.85)	$	(0.83)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	37,818,256		37,003,443		37,696,001		36,904,952

Pulmonx Corporation

Condensed Consolidated Balance Sheets

(in thousands)

(Unaudited)

	June 30, 2023		December 31, 2022
Assets
Current assets
Cash and cash equivalents	$	101,581	$	101,736
Restricted cash	466		231
Short-term marketable securities	33,571		39,402
Accounts receivable, net	8,941		8,677
Inventory	15,636		14,564
Prepaid expenses and other current assets	4,233		4,343
Total current assets	164,428		168,953
Long-term marketable securities	12,454		5,924
Long-term inventory	4,434		5,283
Property and equipment, net	4,218		4,694
Goodwill	2,333		2,333
Intangible assets, net	92		154
Right of use assets	4,706		5,806
Other long-term assets	448		529
Total assets	$	193,113	$	193,676
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable	$	2,377	$	1,758
Accrued liabilities	13,562		13,276
Income taxes payable	41		19
Deferred revenue	95		120
Short-term debt	93		90
Current lease liabilities	3,353		3,229
Total current liabilities	19,521		18,492
Deferred tax liability	94		94
Long-term lease liabilities	2,399		3,849
Long-term debt	37,147		17,234
Total liabilities	59,161		39,669
Stockholders' equity
Common stock	38		38
Additional paid-in capital	514,331		502,712
Accumulated other comprehensive income	1,956		1,575
Accumulated deficit	(382,373)		(350,318)
Total stockholders' equity	133,952		154,007
Total liabilities and stockholders' equity	$	193,113	$	193,676

Pulmonx Corporation

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

(in thousands)

(Unaudited)

	Three months ended June 30,
	2023		2022		% Change		FX Impact %		Constant Currency % Change
United States	$	11,022	$	8,616	27.9	%	—	%	27.9	%
International	6,172		5,334		15.7	%	(0.5)	%	16.2	%
Total	$	17,194	$	13,950	23.3	%	(0.1)	%	23.4	%
	Six months ended June 30,
	2023		2022		% Change		FX Impact %		Constant Currency % Change
United States	$	20,359	$	14,629	39.2	%	—	%	39.2	%
International	11,370		10,106		12.5	%	(3.0)	%	15.5	%
Total	$	31,729	$	24,735	28.3	%	(1.2)	%	29.5	%

Pulmonx Corporation

Reconciliation of Net Loss to Non-GAAP Adjusted EBITDA

(in thousands)

(Unaudited)

	Three months ended June 30,				Six months ended June 30,
	2023		2022		2023		2022
GAAP Net loss	$	(16,195)	$	(14,640)	$	(32,055)	$	(30,468)
Depreciation and amortization	409		376		846		744
Stock-based compensation	5,862		4,383		10,500		7,896
Interest (income)/expense, net	(546)		24		(1,102)		117
Provision for income taxes	140		40		264		107
Adjusted EBITDA	$	(10,330)	$	(9,817)	$	(21,547)	$	(21,604)