STOCK TITAN

Ceribell (NASDAQ: CBLL) CTO sells shares under 10b5-1 trading plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ceribell, Inc. Chief Technology Officer Raymond Woo reported an exercise-and-sell transaction in company stock. He exercised stock options covering a total of 11,104 shares of common stock at exercise prices of $4.70 and $2.24 per share, then sold 11,104 shares in open-market transactions at weighted average prices around $20.40 per share. According to the filing, these trades were carried out under a pre-arranged Rule 10b5-1 trading plan. Following the transactions, Woo directly holds 197,648 shares of Ceribell common stock.

Positive

  • None.

Negative

  • None.
Insider Woo Raymond
Role Chief Technology Officer
Sold 11,104 shs ($227K)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 1,469 $0.00 --
Exercise Stock Option (Right to Buy) 3,024 $0.00 --
Exercise Stock Option (Right to Buy) 6,611 $0.00 --
Exercise Common Stock 1,469 $2.24 $3K
Sale Common Stock 1,469 $20.39 $30K
Exercise Common Stock 3,024 $4.70 $14K
Sale Common Stock 3,024 $20.43 $62K
Exercise Common Stock 6,611 $4.70 $31K
Sale Common Stock 6,611 $20.45 $135K
Holdings After Transaction: Stock Option (Right to Buy) — 8,389 shares (Direct, null); Common Stock — 199,117 shares (Direct, null)
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 on May 28, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.88 to $20.64, 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 stock option is fully vested and currently exercisable. 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.
Shares sold 11,104 shares Total Ceribell common shares sold in open-market transactions
Sale prices (weighted average) $20.45, $20.43, $20.39 per share Reported weighted average prices for three sale entries
Sale price range $19.88–$20.64 per share Footnote range for individual sale transactions
Options exercised 11,104 shares Total common shares underlying exercised stock options
Exercise prices $4.70 and $2.24 per share Exercise prices of Ceribell stock options converted to common stock
Shares held after 197,648 shares Direct Ceribell common stock ownership after transactions
Options remaining (example) 8,389 options Stock option with $2.24 exercise price remaining after partial exercise
Rule 10b5-1 trading plan regulatory
"The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Stock Option (Right to Buy) financial
"security_title: "Stock Option (Right to Buy)""
Exercise or conversion of derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
open-market sale financial
"transaction_action: "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
SEC Form 4
FORM 4UNITED 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 CALIFORNIA 94085

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Ceribell, Inc. [ CBLL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Technology Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/01/2026M(1)1,469A$2.24199,117D
Common Stock05/01/2026S(1)1,469D$20.39(2)197,648D
Common Stock05/01/2026M(1)3,024A$4.7200,672D
Common Stock05/01/2026S(1)3,024D$20.43(2)197,648D
Common Stock05/01/2026M(1)6,611A$4.7204,259D
Common Stock05/01/2026S(1)6,611D$20.45(2)197,648D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$2.2405/01/2026M(1)1,469 (3)06/10/2029Common Stock1,469$08,389D
Stock Option (Right to Buy)$4.705/01/2026M(1)3,024 (4)02/16/2033Common Stock3,024$032,697D
Stock Option (Right to Buy)$4.705/01/2026M(1)6,611 (3)02/16/2033Common Stock6,611$019,067D
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 on May 28, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.88 to $20.64, 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.
/s/ Louisa Daniels, Attorney-in-Fact for Raymond Woo05/04/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Ceribell (CBLL) report for Raymond Woo?

Ceribell’s Chief Technology Officer Raymond Woo exercised options for 11,104 shares and sold 11,104 common shares in open-market trades. The transactions were reported on a Form 4 and executed under a pre-arranged Rule 10b5-1 trading plan.

How many Ceribell (CBLL) shares did the CTO sell and at what price?

Raymond Woo sold 11,104 Ceribell common shares in multiple open-market transactions at weighted average prices around $20.40 per share. A footnote states individual trades occurred in a price range from $19.88 to $20.64.

What stock options did the Ceribell (CBLL) CTO exercise in this Form 4?

The CTO exercised stock options covering 11,104 shares of Ceribell common stock. These included options with exercise prices of $4.70 per share and $2.24 per share, converting them into common shares that were then sold in the market.

How many Ceribell (CBLL) shares does Raymond Woo hold after the transactions?

After completing the option exercises and related sales, Raymond Woo directly holds 197,648 shares of Ceribell common stock. This post-transaction balance is disclosed in the Form 4 as his total direct ownership following the reported trades.

Were the Ceribell (CBLL) CTO’s trades part of a Rule 10b5-1 plan?

Yes. A Form 4 footnote explains that the reported transactions were effected under a Rule 10b5-1 trading plan adopted by the reporting person. Such plans pre-schedule trades, helping separate routine liquidity events from discretionary market-timed decisions.

What do the weighted average prices in the Ceribell (CBLL) Form 4 mean?

The Form 4 reports weighted average sale prices, reflecting many small trades between $19.88 and $20.64. The insider notes willingness to provide full detail on each individual transaction price and share count upon request to investors or regulators.