PROCEPT BioRobotics Corporation

Background

On August 6, 2025, Procept reported second quarter 2025 financial results, including that it expected to ship approximately 13,350 handpieces in the following quarter, significantly below consensus estimates. The guidance also implied that Procept would need to increase fourth quarter handpiece sales by approximately 25% year over year to meet its annual unit sales guidance. In addition, the Company announced that it was eliminating the position of Chief Commercial Officer to strengthen its commercial execution.

On this news, Procept’s stock price fell $6.10 or 13.35% to close at $39.59 on August 7, 2025, thereby injuring investors.

Then, on November 4, 2025, Procept reported third quarter 2025 financial results, revealing that it sold only 13,225 handpieces during the quarter, below the sales guidance issued during the prior quarter. During the accompanying earnings call, the Company reduced its annual handpiece sales guidance by 1,000 units, and admitted that customers were likely carrying excess inventory.

On this news, Procept’s stock price fell $3.41 or 9.74%, to close at $31.61 per share on November 5, 2025, further injuring investors.

Finally, on February 25, 2026, Procept reported fourth quarter and full-year 2025 financial results, revealing cumulative excess field inventory of more than 10,000 units, and that U.S. handpiece sales declined nearly 30% to approximately 9,400 units in the fourth quarter. During the accompanying earnings call, management further revealed that Procept was eliminating a longstanding discount program that had encouraged customers to make bulk purchases near the end of each quarter and acknowledged that handpiece sales had historically exceeded procedure volumes by 8% to 16%.

On this news, Procept’s stock price fell $4.21 or 15.12% to close at $23.63 on February 26, 2026, further injuring investors.

The complaint filed in this class action alleges that throughout the Class Period, Defendants made materially false and/or misleading statements regarding the Company’s business, operations, and financial condition. Specifically, Defendants failed to disclose to investors that: (1) Procept used an extensive discount program designed to incentivize customers to place bulk handpiece orders in excess of procedure demand; (2) the undisclosed discount program artificially and unsustainably inflated Procept’s reported U.S. handpiece unit sales and revenues by pulling forward sales at the expense of future periods; (3) the discount program caused customer handpiece orders to materially exceed underlying procedure demand throughout the Class Period, and this differential materially increased over time; (4) Procept’s surplus of U.S. handpiece sales relative to procedures created excess field inventory and overstocking among its customers, totaling more than 10,000 excess units by the end of the Class Period; (5) as a result, Defendants materially overstated Procept’s handpiece unit sales and the utilization of its field Systems; (6) Procept was exposed to undisclosed risks of significant operational and financial harm; and (7) as a result, Defendants’ positive statements about the Company’s business, operations, and prospects were materially misleading and/or lacked a reasonable basis at all relevant times.