UNITED ~~STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549~~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~~January 1113, ~~2024~~2025

NEVRO CORP.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-36715

56-2568057

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

1800 Bridge Parkway

Redwood City, California

94065

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (650) 251-0005

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(s)

Name of each exchange on which registered

Common Stock, $0.001 par value per share

NVRO

The New York Stock Exchange

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 ☐o

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. ☐o

Item 2.02 Results of Operations and Financial Condition.

On ~~November~~January 1113, ~~2024~~2025, Nevro Corp. (“Nevro” or the “Company”) issued a press release ~~relating~~announcing to its ~~financial~~preliminary ~~results~~unaudited revenue for the ~~three~~fourth ~~months~~quarter and full year ended ~~September~~December 3031, 2024. ~~The~~A ~~full~~copy ~~text~~ of the press release is furnished ~~herewith~~ as Exhibit 99.1 to this report.

The ~~Company~~information ~~also~~furnished ~~hosted~~pursuant ato ~~conference~~this ~~call~~Item ~~and~~2.02 ~~webcast~~of this Current Report on ~~November~~Form ~~11,~~8-K ~~2024~~and tothe ~~discus~~Exhibit ~~its~~99.1 ~~results~~attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the ~~three~~Securities ~~months~~Exchange ~~ended~~Act ~~September~~of 301934, ~~2024~~as amended, or otherwise subject to the liabilities of that section or Sections 11 and ~~its~~12(a)(2) ~~full-year~~of ~~2024~~the ~~guidance~~Securities Act of 1933, as amended. ~~Supplemental~~The ~~slides~~information ~~referenced~~contained ~~during~~in ~~the~~this ~~conference~~Item ~~call~~2.02 and ~~webcast~~in ~~were~~the ~~available~~press release attached as Exhibit 99.1 to this Current Report on ~~the~~Form ~~Company’s~~8-K ~~website~~shall ~~for~~not ~~viewing~~be incorporated by ~~participants.~~reference Ainto ~~transcript~~any offiling with the ~~conference~~U.S. ~~call~~Securities and ~~webcast~~Exchange ~~together~~Commission ~~with~~made by the ~~supplemental~~Company, ~~slides~~whether ~~are~~made ~~furnished~~before ~~herewith~~or asafter ~~Exhibit~~the ~~99.2~~date ~~and~~hereof, ~~Exhibit~~regardless ~~99.3,~~of ~~respectively,~~any ~~and~~general ~~are~~incorporation ~~incorporated~~language ~~herein~~in bysuch ~~reference~~filing.

Item 7.01. Regulation FD Disclosure.

As noted in Item 2.02 of this report, the Company hosted a conference call and webcast on November 11, 2024, to discuss the Company’s financial results for the three months ended September 30, 2024, and full-year 2024 guidance as reported in the Company’s November 11, 2024 press release. A copy of the press release, which contains additional information regarding how to access the conference call and webcast and how to listen to a recorded playback, is furnished herewith as Exhibit 99.1. A transcript of the conference call and webcast together with supplemental slides referenced during the conference call and webcast are furnished herewith as Exhibit 99.2 and Exhibit 99.3, respectively, and are incorporated herein by reference.

* * * *

The information furnished pursuant to Item 2.02 and Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3, attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in Item 2.02 and Item 7.01 above, including Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3, shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.	~~Description~~	Description
99.1	~~Press release dated November 11, 2024.~~	Press release dated January 13, 2025.
99.2	Supplemental slides referenced during fiscal 2024 third quarter earnings call of Nevro Corp.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).
99.3	Transcript of fiscal 2024 third quarter earnings call of Nevro Corp.
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.

			~~NEVRO CORP.~~		NEVRO CORP.
Date:	~~November 14, 2024~~	~~By:~~	~~/s/~~January ~~Roderick~~13, ~~H. MacLeod~~2025	By:	/s/ Roderick H. MacLeod
			~~Roderick H. MacLeodChief Financial Officer~~		Roderick H. MacLeodChief Financial Officer

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