[Form 4] CeriBell, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Ceribell, Inc. (CBLL) – Insider Form 4 filing dated 07/09/2025

President & CEO Xingjuan (Jane) Chao exercised 25,000 stock options at an exercise price of $2.24 and immediately sold the same number of common shares at a weighted-average price of $17.70 (range $17.02-$18.70) under a Rule 10b5-1 trading plan. The gross sale generated roughly $442,500, offset by an exercise cost of about $56,000, leaving pretax proceeds near $386,000.

After the transactions Chao’s direct ownership decreased by 25,000 shares to 776,022 shares. She also continues to hold 369,088 shares indirectly through the ACP 2021 Trust and retains 52,551 fully vested options exercisable until 06/10/2029. The sale represents approximately 3 % of her direct position, so her overall economic exposure (>1.1 million shares) remains substantial.

The filing is routine in nature and does not change Ceribell’s fundamentals. Nevertheless, investors often monitor CEO-level sales for sentiment signals; the pre-arranged nature and the modest percentage sold suggest a neutral impact.

Insights

Securities Analyst

TL;DR: Small 10b5-1 sale; CEO still owns >1 M shares – neutral signal.

The option exercise at $2.24 and same-day sale at ~$17.70 was executed via a disclosed 10b5-1 plan, implying advance scheduling rather than opportunistic selling. Proceeds are modest relative to Chao’s remaining stake, and she retains 776 k direct shares plus 369 k indirect. With 52 k options still outstanding, her incentives remain aligned with long-term performance. Because no material change to ownership structure or company operations is implied, I view the filing as neutral for CBLL’s valuation.

Corporate Governance Expert

TL;DR: Governance risk low; routine diversification by CEO.

Sales under a 10b5-1 plan reduce concerns of information asymmetry. The 3 % reduction in direct holdings is consistent with personal liquidity or diversification rather than loss of confidence. Chao maintains significant insider ownership (>6 % of outstanding shares assuming ~18 M shares O/S), supporting shareholder alignment. I classify the impact as not impactful on governance metrics.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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)
07/07/2025

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

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	07/07/2025		M(1)		25,000	A	$2.24	801,222	D
Common Stock	07/07/2025		S(1)		25,000	D	$17.7(2)	776,022	D
Common Stock								369,088	I	By ACP 2021 Trust(3)(4)

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	07/07/2025		M(1)			25,000	(5)	06/10/2029	Common Stock	25,000	$0	52,551	D

Explanation of Responses:

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

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.02 to $18.7, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased or sold, as applicable, at each separate price within the ranges set forth in this footnote.

3. The Reporting Person is a co-trustee of the ACP 2021 Trust, and therefore may be deemed to share beneficial ownership of these securities.

4. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.

5. The option was granted on November 10, 2015 and is fully vested and exercisable as of the transaction date.

	/s/ Louisa Daniels, Attorney-in-Fact for Xingjuan (Jane) Chao	07/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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