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): November 310, 2025

_________________________

CapsoVision, Inc.

(Exact name of registrant as specified in its charter)

_________________________

Delaware

001-42705

20-3369494

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification Number)


18805 Cox Avenue, Suite 250 Saratoga, California						95070
(Address of Principal Executive Offices)						(Zip Code)

Registrant’s telephone number, including area code: (408)-624-1488

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:


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

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

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

o			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

Name of each exchange
on which registered

common stock, $0.001 par value per share

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 58.0201. ~~Departure~~Other ~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Events.

~~Effective~~On ~~as of~~ November 310, 2025, ~~David Garcia, Senior VP of Finance of CapsoVision, Inc. (~~the “Company~~”),~~ ~~has~~issued ~~been~~a ~~appointed~~press byrelease ~~the~~announcing ~~board of directors of~~ the ~~Company~~ 510(~~the “Board”~~k) toFDA ~~serve~~application asfor ~~the~~Breakthrough ~~Company’s~~Device ~~principal~~Designation ~~financial~~for ~~officer~~Pancreatic ~~and~~Cancer ~~principal~~Screening ~~accounting officer~~Capsule. Mr. Garcia, age 51, has more than 20 years of financial leadership experience and most recently served as Vice President of Financial Planning and Analysis at Matterport, Inc. from October 2020 through October 2025. Mr. Garcia has also held senior finance roles at View, Inc., Intelepeer Cloud Communications, and Align Technology.

InCopies ~~connection with Mr. Garcia’s appointment, the Compensation Committee~~ of the ~~Board~~press ~~approved~~releases anare ~~annual~~attached ~~base~~hereto ~~salary~~as ofExhibit ~~$300,000, and the grant to Mr~~99.1. ~~Garcia~~The oninformation ~~November~~provided 3,under ~~2025~~this ofItem ~~a stock option to purchase 165~~8.01,~~000~~ ~~shares~~including of the ~~Company’s~~accompanying ~~common~~press ~~stock~~releases, ~~under~~is ~~the~~being ~~Company’s~~furnished ~~2025~~and ~~Equity~~shall ~~Incentive~~not ~~Plan.~~be ~~The~~deemed ~~per~~“filed” ~~share~~for ~~exercise~~purposes ~~price~~ of ~~the~~Section ~~option~~18 ~~equals~~of the ~~closing~~Securities ~~price~~Exchange ~~per~~Act ~~share~~ of ~~the Company’s common stock on November 3~~1934, ~~2025.~~as ~~Twenty-five~~amended ~~percent~~ (~~25%)~~the of“Exchange ~~the~~Act”), ~~option~~or isotherwise ~~scheduled~~subject to ~~vest~~the ~~and~~liability ~~become~~of ~~exercisable~~that ~~on November 3, 2026~~section. ~~The~~This ~~remaining~~information ~~portion~~will ofnot ~~the~~be ~~option~~deemed ~~is scheduled~~ to ~~vest~~be ~~and~~incorporated ~~become~~by ~~exercisable~~reference ininto ~~thirty-six~~any ~~(36)~~filing ~~equal~~under ~~monthly installments on~~ the ~~same~~Securities ~~day~~Act of ~~each~~1933, ~~successive~~as ~~calendar~~amended, ~~month~~or ~~following~~the ~~November~~Exchange 3Act, ~~2026.~~except ~~Mr.~~to ~~Garcia~~the ~~will~~extent ~~also~~that bethe ~~eligible~~registrant tospecifically ~~receive~~incorporates ait ~~quarterly~~by ~~bonus of $12,500~~reference.

~~The Company has also entered into its standard indemnification agreement with Mr~~Item 9.01 Financial ~~Garcia,~~Statements ~~the form of which was previously filed by the Company as Exhibit 10.11 to the Registration Statement on Form S-1/A (File No. 333-287148), initially filed by the Company with the SEC on June 13, 2025,~~ and ~~is incorporated herein by reference~~Exhibits.

~~There~~(d)The ~~are~~following noexhibits ~~arrangements or understandings between Mr. Garcia and any other person pursuant to which Mr. Garcia was appointed as principal financial officer and principal accounting officer and there~~ are nobeing ~~family~~filed ~~relationships~~herewith: between Mr. Garcia and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item. 7.01 Regulation FD Disclosure.


Exhibit No.						Description

99.1						Press Release issued on November 10 , 2025.

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

On November 3, 2025, the Company issued a press release announcing the appointment of Mr. Garcia as principal financial officer and principal accounting officer of the Company. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1) 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, or be deemed, incorporated by reference in any filings under the Securities Act of 1933, as amended (the “Securities Act”), unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

The following exhibits are being filed herewith:

ExhibitNo.						Description
99.1						Press Release of CapsoVision, Inc, dated November 03, 2025.
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.

	CAPSOVISION, INC.
Date: November 3, 2025	By:	/s/ Kang-Huai (Johnny) Wang
Date: November 10, 2025	By:	/s/ Kang-Huai (Johnny) Wang
	Name:	Kang-Huai (Johnny) Wang
	Title	President and Chief Executive Officer

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