Ceribell (CBLL) finance VP exercises options, sells 4,560 shares under 10b5-1 plan

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Ceribell, Inc. Senior VP, Finance and PAO David Foehr exercised stock options and sold shares in the company. On March 3, 2026, he exercised options for 3,403 and 1,157 shares of common stock at $4.70 per share and then sold the same totals, 4,560 shares of common stock, at $17.80 per share in open-market transactions. After these trades, he directly held 17,550 shares of Ceribell common stock. The sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on September 4, 2025, and the underlying options vest over time through monthly installments after an initial 25% vesting on May 31, 2023.

Insider Trade Summary

Net Seller: 4,560 shares ($81,168)

Net Sell 6 txns

Insider Foehr David

Role Senior VP, Finance and PAO

Sold 4,560 shs ($81K)

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	3,403	$0.00	--
Exercise	Stock Option (Right to Buy)	1,157	$0.00	--
Exercise	Common Stock	3,403	$4.70	$16K
Sale	Common Stock	3,403	$17.80	$61K
Exercise	Common Stock	1,157	$4.70	$5K
Sale	Common Stock	1,157	$17.80	$21K

Holdings After Transaction: Stock Option (Right to Buy) — 54,042 shares (Direct); Common Stock — 20,953 shares (Direct)

Footnotes (1)

The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 4, 2025. 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.

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Form 4 Insider Transactions: What Each Field Means →

03/05/2026 - 02:22 PM

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).

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

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)
03/03/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/03/2026		M⁽¹⁾		3,403	A	$4.7	20,953	D
Common Stock	03/03/2026		S⁽¹⁾		3,403	D	$17.8	17,550	D
Common Stock	03/03/2026		M⁽¹⁾		1,157	A	$4.7	18,707	D
Common Stock	03/03/2026		S⁽¹⁾		1,157	D	$17.8	17,550	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$4.7	03/03/2026		M⁽¹⁾			3,403	⁽²⁾	06/23/2032	Common Stock	3,403	$0	54,042	D
Stock Option (Right to Buy)	$4.7	03/03/2026		M⁽¹⁾			1,157	⁽²⁾	06/23/2032	Common Stock	1,157	$0	52,885	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 on September 4, 2025.

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	03/05/2026
	** 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 did Ceribell (CBLL) executive David Foehr report in this Form 4?

Ceribell Senior VP, Finance and PAO David Foehr reported exercising stock options and selling common shares. He exercised options for 3,403 and 1,157 shares and sold a total of 4,560 shares of common stock in open-market transactions on March 3, 2026.

How many Ceribell (CBLL) shares did David Foehr sell and at what price?

David Foehr sold 4,560 shares of Ceribell common stock. The sales occurred in two blocks of 3,403 and 1,157 shares, each executed at a price of $17.80 per share in open-market or private transactions on March 3, 2026.

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

After the reported transactions, David Foehr directly owns 17,550 shares of Ceribell common stock. This figure reflects his holdings following the option exercises at $4.70 per share and subsequent open-market sales of 4,560 shares on March 3, 2026.

Were Ceribell (CBLL) insider sales by David Foehr under a Rule 10b5-1 plan?

Yes, the sales reported by David Foehr were executed under a Rule 10b5-1 trading plan. The footnote states the plan was adopted on September 4, 2025, indicating the sale instructions were pre-arranged rather than made on a discretionary, same-day basis.

What are the terms of David Foehr’s Ceribell (CBLL) stock option vesting?

The footnotes explain that 25% of the option shares vest on May 31, 2023. The remaining option shares then vest in 36 equal monthly installments, contingent on David Foehr maintaining his employment or service relationship with Ceribell on each applicable vesting date.

What transaction codes appear in David Foehr’s Ceribell (CBLL) Form 4?

The Form 4 shows code M for option exercises and code S for sales. Code M reflects the exercise or conversion of derivative securities into common stock, while code S indicates open-market or private sale transactions in Ceribell common stock on March 3, 2026.