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  4. [Form 4] Ceribell, Inc. Insider Trading Activity

Ceribell (CBLL) CEO 10b5-1 stock sales and option exercises detailed

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Ceribell, Inc. President and CEO Xingjuan (Jane) Chao, who is also a director, reported multiple equity transactions in Ceribell common stock and stock options. On 11/20/2025, 2,887 shares of common stock were withheld at $13.64 per share in a transaction coded "F", leaving 795,248 shares held directly. On 01/05/2026, she exercised stock options at an exercise price of $4.70 per share and sold the resulting shares in several transactions pursuant to a Rule 10b5-1 trading plan, including a sale of 54,000 shares at a weighted average price of $21.31. After these trades, she directly owned 741,248 shares of common stock. Separately, an additional 369,088 shares of common stock are reported as indirectly owned through the ACP 2021 Trust, where she is a co-trustee and disclaims beneficial ownership except to the extent of her pecuniary interest. The underlying options reported have expiration dates in 2033 and vest monthly from April 1, 2023.

Positive

  • None.

Negative

  • None.
Insider Chao Xingjuan
Role President and CEO
Sold 79,000 shs ($1.68M)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 1,446 $0.00 --
Exercise Stock Option (Right to Buy) 23,554 $0.00 --
Sale Common Stock 54,000 $21.31 $1.15M
Exercise Common Stock 1,446 $4.70 $7K
Sale Common Stock 1,446 $21.21 $31K
Exercise Common Stock 23,554 $4.70 $111K
Sale Common Stock 23,554 $21.17 $499K
Tax Withholding Common Stock 2,887 $13.64 $39K
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 297,386 shares (Direct); Common Stock — 741,248 shares (Direct); Common Stock — 369,088 shares (Indirect, By ACP 2021 Trust)
Footnotes (1)
  1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.41 to $22.59, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.41 to $22.43, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.42 to $22.43, 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. The Reporting Person is a co-trustee of the ACP 2021 Trust, and therefore may be deemed to share beneficial ownership of these securities. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein. 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. 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.
Form 4 Insider Transactions: What Each Field Means →
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)
11/20/2025
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 11/20/2025 F 2,887 D $13.64 795,248 D
Common Stock 01/05/2026 S(1) 54,000 D $21.31(2) 741,248 D
Common Stock 01/05/2026 M(1) 1,446 A $4.7 742,694 D
Common Stock 01/05/2026 S(1) 1,446 D $21.21(3) 741,248 D
Common Stock 01/05/2026 M(1) 23,554 A $4.7 764,802 D
Common Stock 01/05/2026 S(1) 23,554 D $21.17(4) 741,248 D
Common Stock 369,088 I By ACP 2021 Trust(5)(6)
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) $4.7 01/05/2026 M(1) 1,446 (7) 02/16/2033 Common Stock 1,446 $0 297,386 D
Stock Option (Right to Buy) $4.7 01/05/2026 M(1) 23,554 (8) 02/16/2033 Common Stock 23,554 $0 219,247 D
Explanation of Responses:
1. The transactions 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 $20.41 to $22.59, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.41 to $22.43, 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.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.42 to $22.43, 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.
5. The Reporting Person is a co-trustee of the ACP 2021 Trust, and therefore may be deemed to share beneficial ownership of these securities.
6. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.
7. 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.
8. 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 Xingjuan (Jane) Chao 01/07/2026
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Ceribell (CBLL) CEO Xingjuan (Jane) Chao report?

The CEO reported share withholding of 2,887 Ceribell common shares on 11/20/2025 and multiple transactions on 01/05/2026, including option exercises at $4.70 per share and sales such as 54,000 shares at a weighted average price of $21.31.

How many Ceribell (CBLL) shares does the CEO hold after these Form 4 transactions?

Following the reported transactions, Xingjuan (Jane) Chao directly holds 741,248 shares of Ceribell common stock and reports 369,088 additional shares as indirectly owned through the ACP 2021 Trust.

Were the Ceribell (CBLL) CEO stock sales made under a Rule 10b5-1 plan?

Yes. The filing states that the transactions reported in the Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

What prices were involved in the Ceribell (CBLL) CEO’s share sales on January 5, 2026?

On 01/05/2026, the Form 4 reports weighted average sale prices including $21.31, $21.21, and $21.17 per share, with footnotes stating that the actual trades occurred in ranges between approximately $20.41 and $22.59.

What stock options did the Ceribell (CBLL) CEO exercise in this filing?

The CEO exercised stock options with an exercise price of $4.70 per share covering 1,446 and 23,554 underlying shares of common stock on 01/05/2026. The options expire in 2033 and vest monthly from April 1, 2023 according to the vesting schedules described in the footnotes.

What is the ACP 2021 Trust mentioned in the Ceribell (CBLL) Form 4?

The Form 4 reports 369,088 Ceribell common shares as indirectly owned "By ACP 2021 Trust." The CEO is a co-trustee and may be deemed to share beneficial ownership, but she disclaims beneficial ownership except to the extent of her pecuniary interest in those securities.