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FMR LLC holds 4.85M CERIBELL shares (CBLL) — Amendment No.3

(Moderate)
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Ceribell Inc. ownership disclosure: FMR LLC reports beneficial ownership of 4,850,430.52 shares of Common Stock, representing 12.9% of the class, in an Amendment No. 3 to a Schedule 13G/A.

The filing states FMR LLC has 4,845,632 shares of sole voting power and 4,850,430.52 shares of sole dispositive power. The filing also notes that one or more other persons have rights to dividends or sale proceeds and refers to an attached 13d-1(k)(1) agreement.

Positive

  • None.

Negative

  • None.

Insights

FMR LLC reports a significant passive stake in Ceribell (12.9%), disclosed via Schedule 13G/A amendment.

FMR LLC's 4,850,430.52 shares are reported as beneficially owned with sole dispositive power; the filing lists 4,845,632 shares of sole voting power. The Schedule 13G/A form type indicates passive ownership reporting under applicable rules.

The filing also discloses that "one or more other persons" may have rights to dividends or sale proceeds and references an Exhibit 99 13d-1(k)(1) agreement. Subsequent filings or the referenced exhibit will clarify which affiliated vehicles or clients are involved.

Amendment and power-of-attorney details are typical for institutional reporting and do not indicate change in control intent.

The submission includes a power of attorney effective April 13, 2026 and signatures dated May 5, 2026. These procedural elements support authorized filing, not an operational action by Ceribell.

Investors seeking allocation among funds or affiliates should consult Exhibit 99 and the referenced power of attorney; the Schedule notes that no single other person's interest exceeds 5%.

Beneficial ownership 4,850,430.52 shares Amount beneficially owned reported on Schedule 13G/A
Percent of class 12.9% Percent of common stock represented by reported holdings
Sole voting power 4,845,632 shares Shares with sole power to vote as listed on the cover page
Sole dispositive power 4,850,430.52 shares Shares with sole power to dispose as listed in Item 4
Power of attorney effective April 13, 2026 Power of attorney date referenced for signatures
Signature date May 5, 2026 Date signatures were executed on the amendment
beneficially owned financial
"Amount beneficially owned: 4850430.52"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
sole dispositive power regulatory
"Sole power to dispose or to direct the disposition of: 4850430.52"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
Schedule 13G/A regulatory
"Amendment No. 3 to a Schedule 13G/A"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
13d-1(k)(1) agreement regulatory
"Please see Exhibit 99 for 13d-1(k) (1) agreement"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What stake does FMR LLC report in CERIBELL (CBLL)?

FMR LLC reports beneficial ownership of 4,850,430.52 shares, equal to 12.9% of Ceribell's common stock. This figure is disclosed in Amendment No. 3 to a Schedule 13G/A and is labeled as the amount beneficially owned.

Does FMR LLC hold voting power over the CERIBELL shares?

Yes. The filing lists 4,845,632 shares as sole voting power for FMR LLC. The Schedule 13G/A also lists 4,850,430.52 shares as sole dispositive power, indicating control over disposition of those shares.

Are other parties disclosed as having rights to CERIBELL dividends or proceeds?

The filing states that one or more other persons are known to have rights to dividends or proceeds from Ceribell common stock. It further notes no other single person's interest exceeds 5% of the outstanding common stock.

Where can I find more detail about affiliated holders or agreements?

The Schedule references an attached Exhibit 99 for a 13d-1(k)(1) agreement and incorporates a power of attorney by reference. Review Exhibit 99 and the referenced Exhibit 24 filing for allocation details among affiliates.





15678C102

(CUSIP Number)
03/31/2026

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




schemaVersion:


SCHEDULE 13G





SCHEDULE 13G





SCHEDULE 13G



FMR LLC
Signature:Richard Bourgelas
Name/Title:Duly authorized under Power of Attorney effective as of April 13, 2026, by and on behalf of FMR LLC and its direct and indirect subsidiaries*
Date:05/05/2026
Abigail P. Johnson
Signature:Richard Bourgelas
Name/Title:Duly authorized under Power of Attorney effective as of April 13, 2026, by and on behalf of Abigail P. Johnson*
Date:05/05/2026

Comments accompanying signature: *This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FMR LLC on April 29,2026, accession number: 0000315066-26-000738.
Exhibit Information

Please see Exhibit 99 for 13d-1(k) (1) agreement.