CBLL Insider Exercise Correction: 9,072 Options at $2.24 Recorded

Rhea-AI Filing Summary

Ceribell, Inc. (CBLL) reporting person Jane (Xingjuan) Chao filed an amended Form 4/A to correct omitted option exercises that occurred on April 17, 2025 and April 21, 2025. The amendment shows the exercise of 5,700 options on 04/17/2025 and 3,372 options on 04/21/2025 at a conversion/exercise price of $2.24 per share. The filings report resulting beneficial ownership totals of 757,851 and 761,223 common shares following those transactions. The Form states the option exercises were effected under a Rule 10b5-1 trading plan and that the options are fully vested and exercisable. The amendment was filed to correct understated ownership amounts in the original Form 4, which accurately reported the number of shares sold but omitted the immediate pre-sale exercises.

Positive

• Amended filing corrects prior omissions and aligns reported ownership with actual option exercises
• Transactions were executed under a Rule 10b5-1 trading plan, indicating pre-established instructions
• Options were fully vested and exercisable at the time of exercise, per the filing

Negative

• Initial Form 4 omitted option exercises, requiring an amendment to correct beneficial ownership figures

Insights

Securities Analyst

TL;DR: Routine amendment; option exercises recorded and linked to a Rule 10b5-1 plan, correcting prior reporting inaccuracies.

The amendment clarifies that the reporting person exercised a total of 9,072 options across two dates at $2.24 per share and that those options were fully vested and exercisable. The transactions were effected pursuant to a Rule 10b5-1 trading plan, which indicates pre-established trading instructions rather than opportunistic insider timing. The filing fixes prior disclosure omissions rather than revealing new strategic changes to ownership or control. For investors, this is primarily an administrative correction ensuring the public record accurately reflects the exercises and resulting beneficial ownership.

Corporate Governance Expert

TL;DR: Governance process executed via a 10b5-1 plan; amendment improves transparency but highlights initial reporting oversight.

The amended Form 4/A demonstrates use of a formal trading plan and confirms the options were fully vested and exercisable at time of exercise. While the underlying economic impact appears routine, the need for an amendment indicates an earlier disclosure lapse that required correction. Timely and accurate Section 16 reporting is important for governance and market transparency; this amendment restores consistency between option exercise events and reported beneficial ownership levels.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Chao Xingjuan

(Last) (First) (Middle)

C/O CERIBELL, INC.

360 N. PASTORIA AVENUE

(Street)

SUNNYVALE CA 94085

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ceribell, Inc. [ CBLL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
04/17/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
04/21/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/17/2025		M(1)(2)		5,700	A	$2.24	757,851	D
Common Stock	04/21/2025		M(1)(2)		3,372	A	$2.24	761,223	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$2.24	04/17/2025		M(1)(2)			5,700	(3)	06/10/2029	Common Stock	5,700	$0	146,851	D
Stock Option (Right to Buy)	$2.24	04/21/2025		M(1)(2)			3,372	(3)	06/10/2029	Common Stock	3,372	$0	143,479	D

Explanation of Responses:

1. This Form 4/A is being filed to correct the Form 4 filed on April 21, 2025 ("Original Filing"), which inadvertently omitted reporting option exercises that occurred on April 17, 2025 and April 21, 2025, immediately prior to the respective sales reported in the Original Filing. The number of shares sold as reported in the Original Filing was correct; however, the total number of shares beneficially owned was understated due to the omission of the option exercises. As a result, the totals reported in subsequent filing were also understated.

2. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.

3. The stock option is fully vested and currently exercisable.

	/s/ Louisa Daniels, Attorney-in-Fact for Xingjuan (Jane) Chao	09/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the Form 4/A for Ceribell (CBLL) correct?

The amendment corrected previously omitted option exercises on 04/17/2025 and 04/21/2025, which understated beneficial ownership in the original filing.

How many options were exercised and at what price?

The reporting person exercised 5,700 options on 04/17/2025 and 3,372 options on 04/21/2025 at a conversion/exercise price of $2.24 per share.

Did the filing indicate whether the options were vested?

Yes, the filing states the stock options were fully vested and currently exercisable.

Were the transactions part of an insider trading plan?

Yes, the transactions were effected pursuant to a Rule 10b5-1 trading plan, as stated in the Form 4/A.

What are the reported beneficial ownership totals after the transactions?

The Form shows beneficial ownership totals of 757,851 shares following the 04/17/2025 transactions and 761,223 shares following the 04/21/2025 transactions.