X0202 SCHEDULE 13G 0001841619 XXXXXXXX LIVE Common Stock, par value $0.00001 per share 04/21/2026 0001637147 zSpace, Inc. 98980W206 55 Nicholson Lane San Jose CA 95134 Rule 13d-1(c) 3i, LP a DE 0.00 336211.00 0.00 336211.00 336211.00 N 9.9 PN As more fully described in Item 4 of this statement on Schedule 13G (this ''Schedule 13G''), such shares and percentage are based on 3,039,272 shares of common stock, par value $0.00001 per share, of the issuer (the ''Common Stock'') outstanding as of April 14, 2026, as disclosed in the press release filed as an exhibit to the issuer's Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission (the ''SEC'') on April 17, 2026 (the ''Press Release''). Beneficial ownership consists of (i) 10,000 shares of Common Stock directly held by the reporting person and (ii) 326,211 shares of Common Stock issuable in any combination upon conversion of senior secured convertible notes in the principal aggregate amount of approximately $6.6 million (the ''Notes'') held directly by the reporting person, conversions of which are each subject to a 9.99% beneficial ownership limitation provision (a ''Blocker''). Such numbers of shares of Common Stock reflect the issuer's 1-for-25 reverse stock split of its outstanding shares of Common Stock effected on April 20, 2026 (the ''Reverse Stock Split''). 3i Management LLC a DE 0.00 336211.00 0.00 336211.00 336211.00 N 9.9 OO As more fully described in Item 4 of this Schedule 13G, such shares and percentage are based on 3,039,272 shares of Common Stock outstanding as of April 14, 2026, as disclosed in the Press Release. Beneficial ownership consists of (i) 10,000 shares of Common Stock indirectly held by the reporting person and (ii) 326,211 shares of Common Stock issuable in any combination upon conversion of the Notes held indirectly by the reporting person, conversions of which are each subject to a Blocker. Such numbers of shares of Common Stock reflect the Reverse Stock Split. Maier Joshua Tarlow a X1 0.00 336211.00 0.00 336211.00 336211.00 N 9.9 IN As more fully described in Item 4 of this Schedule 13G, such shares and percentage are based on 3,039,272 shares of Common Stock outstanding as of April 14, 2026, as disclosed in the Press Release. Beneficial ownership consists of (i) 10,000 shares of Common Stock indirectly held by the reporting person and (ii) 326,211 shares of Common Stock issuable in any combination upon conversion of the Notes held indirectly by the reporting person, conversions of which are each subject to a Blocker. Such numbers of shares of Common Stock reflect the Reverse Stock Split. zSpace, Inc. 55 Nicholson Lane, San Jose, CA 95134 (i) 3i, LP, a Delaware limited partnership ("3i"); (ii) 3i Management LLC, a Delaware limited liability company ("3i Management''); and (iii) Maier Joshua Tarlow ("Mr. Tarlow"). The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons". Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party. The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed as Exhibit 1 to this Schedule 13G, pursuant to which such Reporting Persons have agreed to file this Schedule 13G and all subsequent amendments jointly in accordance with the provisions of Rule 13d-1(k) of the Act. The filing of this Schedule 13G should not be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the shares of Common Stock reported herein. The principal business address of each of the Reporting Persons is 2 Wooster Street, 2nd Floor, New York, NY 10013. 3i is a Delaware limited partnership. 3i Management is a Delaware limited liability company. Mr. Tarlow is a citizen of the United States. Y The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover pages to this Schedule 13G and is incorporated herein by reference for each such Reporting Person. The share amounts and ownership percentages disclosed on such cover pages as of the date of this Schedule 13G are based on 3,039,272 shares of Common Stock outstanding as of April 14, 2026, as disclosed in the Press Release. Numbers of shares of Common Stock reflect the Reverse Stock Split. The Reporting Persons are filing this Schedule 13G as a result of 3i's delivery of a notice to the issuer on April 20, 2026, effective 61 days thereafter, to increase the Blockers in each of the Notes from 4.99% to 9.99%. As of the date of this Schedule 13G, 3i holds (i) 10,000 shares of Common Stock and (ii) the Notes in the principal aggregate amount of approximately $6.6 million, conversions of which are each subject to a Blocker. 3i may convert the Notes into, in any combination, an aggregate of 326,211 shares of Common Stock, as a result of the triggering of the Blockers, each of which prohibits 3i from converting such Notes into shares of Common Stock if, as a result of such conversion, 3i, together with its affiliates and any persons acting as a group together with 3i or any of such affiliates, would beneficially own more than 9.99% of the total number of shares of Common Stock then issued and outstanding immediately after giving effect to such conversion. Consequently, 3i beneficially owns 336,211 shares of Common Stock (the "Shares"). 3i is the beneficial owner of the Shares and has the power to dispose of and the power to vote the Shares beneficially owned by it, which power may be exercised by 3i Management, the general partner of 3i. Mr. Tarlow, as the manager of 3i Management, has shared power to vote and/or dispose of the Shares beneficially owned by each of 3i and 3i Management. Mr. Tarlow does not directly own the Shares. By reason of the provisions of Rule 13d-3 of the Act, Mr. Tarlow may be deemed to beneficially own the Shares beneficially owned by 3i and 3i Management, and 3i Management may be deemed to beneficially own the Shares beneficially owned by 3i. (A) 3i: 9.99% (B) 3i Management: 9.99% (C) Mr. Tarlow: 9.99% (A) 3i: 0.00 (B) 3i Management: 0.00 (C) Mr. Tarlow: 0.00 (A) 3i: 336,211.00 (B) 3i Management: 336,211.00 (C) Mr. Tarlow: 336,211.00 (A) 3i: 0.00 (B) 3i Management: 0.00 (C) Mr. Tarlow: 0.00 (A) 3i: 336,211.00 (B) 3i Management: 336,211.00 (C) Mr. Tarlow: 336,211.00 Y Y Y N See Exhibit 1 filed herewith. Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. Joint Filing Agreement 3i, LP /s/ Maier Joshua Tarlow 04/23/2026 3i Management LLC /s/ Maier Joshua Tarlow 04/23/2026 Maier Joshua Tarlow /s/ Maier Joshua Tarlow 04/23/2026 Exhibit 1