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): May 15, 2025

Techpoint, Inc.

(Exact Name of Registrant as Specified in its Charter)

     Delaware

     000-55843

     80-0806545

     (State or other jurisdiction of
incorporation or organization)

     (Commission File Number)

     (I.R.S. Employer
Identification No.)

     2550 N. First Street, #550
San Jose, CA, USA
 
     95131

     (Address of principal executive offices)

     (Zip Code)

Registrant’s Telephone Number, Including, Area Code: (408) 324-0588

N/A
(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:


☐	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

     Japanese Depositary Shares, each representing one
share of Common Stock, $0.0001 par value per share

     M-6697

     Tokyo Stock Exchange (Growth 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.

The information in Item 7.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.02.

Item 7.01 Regulation FD Disclosure.

Non-GAAP Financial Information

The following tables contain a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures (in thousands):


Three Months Ended March 31, 2025	Income from operations		Net income
GAAP	$	1,972	$	2,319
Stock-based compensation expense		371		371
Adjustment for taxes (1)		—		(43	)
Non-GAAP	$	2,343	$	2,647

(1) Adjustment for taxes based on an assumed 11.59% effective tax rate for fiscal 2025 as of March 31, 2025.


Three Months Ended March 31, 2024	Income from operations		Net income
GAAP	$	4,192	$	4,380
Stock-based compensation expense		399		399
Adjustment for taxes (1)		—		(47	)
Non-GAAP	$	4,591	$	4,732

(1) Adjustment for taxes based on an assumed 11.79% effective tax rate for fiscal 2024 as of March 31, 2024.

Note on non-GAAP financial information: The Company uses non-GAAP measures of adjusted income from operations and net income, which are adjusted from results based on GAAP to exclude certain expenses. These non-GAAP financial measures are provided to enhance the user’s overall understanding of the Company’s current financial performance and its prospects for the future. Specifically, the Company’s management believes that non-GAAP results provide useful information to the Company’s board of directors, management and investors as these non-GAAP results exclude certain expenses that management believes are not indicative of the Company’s core operating results and can be impacted by factors beyond management’s direct control, such as the market price of the Company’s Japanese Depositary Shares. These non-GAAP results are some of the primary measurements management uses to assess the Company’s performance, allocate resources and plan for future periods. Reported non-GAAP results should only be considered as supplemental to results prepared in accordance with GAAP, and not considered as a substitute for, or superior to, GAAP results. These non-GAAP measures may differ from the non-GAAP measures reported by other companies in the Company’s industry. A reconciliation of non-GAAP guidance measures to corresponding GAAP measures on a forward-looking basis is not available due to high variability and low visibility with respect to the charges which are excluded from these non-GAAP measures.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.


Exhibit Number		Description
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

SIGNATURE

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 thereunto duly authorized.


	Techpoint, Inc.

Date: May 15, 2025	By:	/s/ Fumihiro Kozato
		Fumihiro Kozato
		President and Chief Executive Officer (Principal Executive Officer)

Techpoint, Inc. 8-K