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Ceribell (CBLL) SVP logs option exercises and Rule 10b5-1 stock sales

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Ceribell, Inc. Senior VP, Finance and PAO David Foehr reported multiple equity transactions in company stock. On November 20, 2025, 484 shares of common stock were disposed of at $13.64 per share in a transaction coded "F," typically used for tax withholding. On January 5, 2026, he exercised stock options to acquire 3,403 and 2,153 shares of common stock at an exercise price of $4.7 per share and then sold 3,403 and 2,153 shares at $22.6 per share the same day. These sales were made under a pre-arranged Rule 10b5-1 trading plan. After the reported transactions, he held 18,900 shares of common stock directly.

Positive

  • None.

Negative

  • None.
Insider Foehr David
Role Senior VP, Finance and PAO
Sold 5,556 shs ($126K)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 3,403 $0.00 --
Exercise Stock Option (Right to Buy) 2,153 $0.00 --
Exercise Common Stock 3,403 $4.70 $16K
Sale Common Stock 3,403 $22.60 $77K
Exercise Common Stock 2,153 $4.70 $10K
Sale Common Stock 2,153 $22.60 $49K
Tax Withholding Common Stock 484 $13.64 $7K
Holdings After Transaction: Stock Option (Right to Buy) — 65,154 shares (Direct); Common Stock — 22,303 shares (Direct)
Footnotes (1)
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. Twenty Five Percent (25%) of the shares subject to the option vest on May 31, 2023 and the remaining shares subject to the option vest in 36 successive, equal monthly installments thereafter, 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*
Foehr David
(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)
Senior VP, Finance and PAO
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 484 D $13.64 18,900 D
Common Stock 01/05/2026 M(1) 3,403 A $4.7 22,303 D
Common Stock 01/05/2026 S(1) 3,403 D $22.6 18,900 D
Common Stock 01/05/2026 M(1) 2,153 A $4.7 21,053 D
Common Stock 01/05/2026 S(1) 2,153 D $22.6 18,900 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) $4.7 01/05/2026 M(1) 3,403 (2) 06/23/2032 Common Stock 3,403 $0 65,154 D
Stock Option (Right to Buy) $4.7 01/05/2026 M(1) 2,153 (2) 06/23/2032 Common Stock 2,153 $0 63,001 D
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
2. Twenty Five Percent (25%) of the shares subject to the option vest on May 31, 2023 and the remaining shares subject to the option vest in 36 successive, equal monthly installments thereafter, 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 David Foehr 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

Who is the insider in Ceribell (CBLL)'s latest Form 4?

The reporting person is David Foehr, who serves as Senior VP, Finance and PAO of Ceribell, Inc. He is classified as an officer and not a director or 10% owner.

What stock option exercises did Ceribell (CBLL) officer David Foehr report?

On January 5, 2026, David Foehr exercised stock options to acquire 3,403 and 2,153 shares of Ceribell common stock at an exercise price of $4.7 per share for each option grant.

What common stock sales did Ceribell (CBLL) officer David Foehr disclose?

On January 5, 2026, he sold 3,403 and 2,153 shares of Ceribell common stock at a sale price of $22.6 per share, following same-day option exercises.

Were Ceribell (CBLL) insider sales made under a Rule 10b5-1 trading plan?

Yes. A footnote states that the sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

How many Ceribell (CBLL) shares does David Foehr own after these transactions?

Following the reported transactions, David Foehr beneficially owned 18,900 shares of Ceribell common stock directly.

How are the Ceribell (CBLL) stock options held by David Foehr structured?

A footnote explains that 25% of the option shares vest on May 31, 2023, with the remaining shares vesting in 36 successive, equal monthly installments, subject to continued employment or service.

What was the earlier Ceribell (CBLL) transaction on November 20, 2025?

On November 20, 2025, an "F" coded transaction shows 484 shares of Ceribell common stock disposed of at $13.64 per share, consistent with shares withheld to cover taxes.