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[Form 4] Sera Prognostics, Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

Sera Prognostics insider sale to cover taxes — The company's Chief Financial Officer, Austin Aerts, reported a sale of 5,263 shares of Class A common stock on 09/09/2025 at a weighted-average price of $3.15 per share. The filing states the sale was a "sell to cover" to satisfy tax-withholding obligations from RSU vesting and was mandated by the issuer, not a discretionary trade by the reporting person. After the transaction, the reporting person beneficially owned 285,585 shares directly. The filer notes the block trade underlying the weighted-average price included executions at prices ranging from $3.00 to $3.33 and offers to provide detailed per-price information upon request.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine, non-discretionary sell-to-cover by the CFO; no indication of voluntary disposition or change in control.

The Form 4 discloses a mandated sale of 5,263 shares to satisfy tax withholding on vested RSUs, reported at a weighted-average price of $3.15 and executed in a block trade with prices from $3.00 to $3.33. Such transactions are common following equity vesting and the filing explicitly states the sale was required by the issuer's election, which reduces interpretive weight regarding insider views on valuation or company prospects. The reporting person remains a material shareholder with 285,585 shares beneficially owned after the sale. No derivatives or additional transactions are reported.

TL;DR: Disclosure is clear and complies with Section 16 requirements; sale characterized as non-discretionary.

The disclosure explains the corporate policy that funds tax withholding via sell-to-cover, which the filer characterizes as mandatory rather than voluntary. The filer provides a weighted-average price and notes the range of trade prices, and offers to furnish per-price details upon request, which supports transparency for compliance reviews. Signature by an attorney-in-fact is provided. No departures from standard reporting practices are evident in the filing.

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*
Aerts Austin

(Last) (First) (Middle)
C/O SERA PROGNOSTICS, INC.
2749 EAST PARLEYS WAY, SUITE 200

(Street)
SALT LAKE CITY UT 84109

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SERA PROGNOSTICS, INC. [ SERA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025
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
Class A Common Stock 09/09/2025 S 5,263(1) D $3.15(2) 285,585 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
Explanation of Responses:
1. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by "sell to cover" transactions and does not represent a discretionary transaction by the Reporting Person.
2. The price reported is a weighted average price. These shares were sold as part of a block trade in multiple transactions at prices ranging from $3.00 to $3.33, inclusive. The Reporting Person will provide to the staff of the Securities and Exchange Commission, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price with regard to the block trade.
/s/ Benjamin G. Jackson, Attorney-in-fact 09/09/2025
** 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 SERA insider Austin Aerts sell on 09/09/2025?

He sold 5,263 shares of Class A common stock as a sell-to-cover transaction tied to RSU tax withholding.

At what price were the SERA shares sold in the Form 4?

The filing reports a weighted-average price of $3.15 per share, with individual trade prices ranging from $3.00 to $3.33.

How many SERA shares does the reporting person own after the sale?

After the transaction the reporting person beneficially owned 285,585 shares of Class A common stock.

Was the sale by the SERA CFO discretionary?

No. The Form 4 states the sale was mandated by the issuer to satisfy tax-withholding obligations and not a discretionary trade by the reporting person.

Does the filing include derivative transactions or option exercises?

No. The Form 4 discloses only a non-derivative sale of common stock; Table II for derivatives contains no entries.

Who signed the Form 4 for the reporting person?

The filing is signed by Benjamin G. Jackson, Attorney-in-fact on behalf of the reporting person on 09/09/2025.
Sera Prognostics, Inc.

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Medical Devices
Services-medical Laboratories
Link
United States
SALT LAKE CITY