Ceribell (CBLL) CEO sells 39,000 shares and exercises options

Rhea-AI Filing Summary

Ceribell, Inc. President and CEO Xingjuan Chao exercised stock options and sold shares in a planned series of trades. She exercised options covering 1,446 and 23,554 shares of common stock at an exercise price of $4.70 per share, then sold a total of 39,000 common shares in open-market transactions on March 3, 2026 at weighted average prices around $17.45–$17.46 per share under a Rule 10b5-1 trading plan. Following these transactions, she holds 711,164 shares directly and has indirect exposure to 369,088 additional shares held by the ACP 2021 Trust, where she is a co-trustee and disclaims beneficial ownership beyond her pecuniary interest.

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

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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)
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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/03/2026		S(1)		14,000	D	$17.45(2)	711,164	D
Common Stock	03/03/2026		M(1)		1,446	A	$4.7	712,610	D
Common Stock	03/03/2026		S(1)		1,446	D	$17.46(2)	711,164	D
Common Stock	03/03/2026		M(1)		23,554	A	$4.7	734,718	D
Common Stock	03/03/2026		S(1)		23,554	D	$17.45(2)	711,164	D
Common Stock								369,088	I	By ACP 2021 Trust(3)(4)

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	03/03/2026		M(1)			1,446	(5)	02/16/2033	Common Stock	1,446	$0	294,494	D
Stock Option (Right to Buy)	$4.7	03/03/2026		M(1)			23,554	(6)	02/16/2033	Common Stock	23,554	$0	172,139	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 on September 12, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.94 to $17.84, 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 Reporting Person is a co-trustee of the ACP 2021 Trust, and therefore may be deemed to share beneficial ownership of these securities.

4. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.

5. 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.

6. 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	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.

FAQ

What did Ceribell (CBLL) CEO Xingjuan Chao report in this Form 4 filing?

Xingjuan Chao reported option exercises and share sales. She exercised options for 1,446 and 23,554 shares at $4.70, then sold 39,000 common shares in open-market trades, all on March 3, 2026, under a Rule 10b5-1 trading plan.

How many Ceribell (CBLL) shares did the CEO sell and at what prices?

The CEO sold 39,000 Ceribell common shares. These were open-market sales at weighted average prices around $17.45–$17.46 per share, executed in multiple transactions within a $16.94 to $17.84 price range, as disclosed in the filing footnote.

How many Ceribell (CBLL) shares does the CEO own after these transactions?

After the reported transactions, the CEO directly holds 711,164 Ceribell common shares. She also has indirect exposure to 369,088 additional shares held by the ACP 2021 Trust, where she is a co-trustee but disclaims beneficial ownership beyond her pecuniary interest.

Were Ceribell (CBLL) CEO’s share sales pre-planned under Rule 10b5-1?

Yes, the filing states the transactions were effected under a Rule 10b5-1 trading plan. The plan was adopted on September 12, 2025, allowing pre-arranged trading instructions that execute automatically, regardless of subsequent material nonpublic information.

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

The CEO exercised stock options for 1,446 and 23,554 shares of common stock at a $4.70 exercise price. Footnotes explain these options vest monthly from April 1, 2023, contingent on her continued employment or service relationship with Ceribell.

How is the ACP 2021 Trust related to Ceribell (CBLL) CEO’s holdings?

The ACP 2021 Trust holds 369,088 Ceribell shares indirectly associated with the CEO. She is a co-trustee and may be deemed to share beneficial ownership, but expressly disclaims beneficial ownership except to the extent of her pecuniary interest in those securities.