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[Form 4] CeriBell, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Raymond Woo, Chief Technology Officer of Ceribell, Inc. (CBLL), reported option exercises and a sale executed under a Rule 10b5-1 trading plan on 09/04/2025. He exercised a stock option with a $2.24 exercise price for 1,472 shares, and two options with $4.70 exercise prices for 3,025 and 6,615 shares, respectively. Following those exercises his reported common stock beneficial ownership increased in interim steps to 178,816 shares and then, after a sale, decreased to 167,704 shares. He sold 11,112 shares at a weighted-average price of $12.11 (individual sale prices ranged $12.00–$12.34). The Form 4 states the option exercises and sales were effected pursuant to a Rule 10b5-1 plan and notes vesting schedules and exercisability for the reported options.

Positive
  • Transactions were executed pursuant to a Rule 10b5-1 trading plan, which is disclosed in the Form 4
  • Exercised options are at low exercise prices relative to the reported weighted-average sale price ($2.24 and $4.70 exercise prices vs $12.11 sale price)
  • Filing includes vesting schedules and exercisability disclosures for remaining options
Negative
  • Sale of 11,112 shares reduced reported beneficial ownership to 167,704 shares

Insights

TL;DR: Routine insider option exercises and a planned sale under a 10b5-1 plan; not an unexpected, material corporate event.

The Form 4 shows the CTO exercised vested options at $2.24 and $4.70 and sold 11,112 shares at a weighted-average price of $12.11 under a Rule 10b5-1 plan. These transactions altered reported beneficial ownership from interim totals to a final reported 167,704 shares. The filing discloses vesting schedules for remaining options and confirms the exercises were effected pursuant to the trading plan. For investors, this is a disclosure of insider liquidity and option exercises rather than an operational or financial performance disclosure.

TL;DR: Insider followed a documented trading plan and provided required disclosures; governance procedures appear observed.

The reporting person certified that the transactions were made under a Rule 10b5-1 trading plan and the Form 4 is signed by an attorney-in-fact, indicating compliance with Section 16 reporting requirements. The filing includes explicit vesting language for remaining options and discloses the weighted-average sale price range. This submission fulfills routine governance and transparency obligations for insider trades.

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*
Woo Raymond

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Technology Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025
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 09/04/2025 M(1) 1,472 A $2.24 169,176 D
Common Stock 09/04/2025 M(1) 3,025 A $4.7 172,201 D
Common Stock 09/04/2025 M(1) 6,615 A $4.7 178,816 D
Common Stock 09/04/2025 S(1) 11,112 D $12.11(2) 167,704 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 09/04/2025 M(1) 1,472 (3) 06/10/2029 Common Stock 1,472 $0 20,162 D
Stock Option (Right to Buy) $4.7 09/04/2025 M(1) 3,025 (4) 02/16/2033 Common Stock 3,025 $0 56,896 D
Stock Option (Right to Buy) $4.7 09/04/2025 M(1) 6,615 (5) 02/16/2033 Common Stock 6,615 $0 71,983 D
Explanation of Responses:
1. The option exercises 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 $12 to $12.34, 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 stock option is fully vested and currently exercisable.
4. The option vests with respect to 1/48 of the shares subject thereto on each monthly anniversary of April 1, 2023, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.
5. The option vests with respect to 1/24 of the shares subject thereto on each monthly anniversary of April 1, 2023, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.
/s/ Louisa Daniels, Attorney-in-Fact for Raymond Woo 09/08/2025
** 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 transactions did Raymond Woo report on the Ceribell (CBLL) Form 4?

The Form 4 reports option exercises for 1,472 shares at $2.24 and for 3,025 and 6,615 shares at $4.70, and a sale of 11,112 shares at a weighted-average price of $12.11 on 09/04/2025.

Were the insider trades at Ceribell (CBLL) part of a trading plan?

Yes. The filing states the option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

What is Raymond Woo's relationship to Ceribell in the filing?

He is reported as an Officer with the title Chief Technology Officer.

What was the reporting person's beneficial ownership after the transactions?

The Form 4 shows the reporting person beneficially owned 167,704 shares following the reported transactions.

What price range were the sold shares transacted at?

The footnote states the shares were sold in multiple transactions at prices ranging from $12.00 to $12.34, with a weighted-average price of $12.11.
CeriBell, Inc.

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3.61%
Medical Devices
Electromedical & Electrotherapeutic Apparatus
Link
United States
SUNNYVALE