Sera Prognostics (SERA) CFO sells shares to cover RSU tax obligations

Rhea-AI Filing Summary

Sera Prognostics Chief Financial Officer Austin Aerts reported an open-market sale of 5,440 shares of Class A common stock at a weighted average price of $2.08 per share. According to the disclosure, the shares were sold solely to cover tax withholding obligations triggered by vesting of restricted stock units under a mandatory “sell to cover” election, and were not a discretionary trade. After this transaction, Aerts directly holds 303,227 shares, indicating he retains a substantial equity position in the company.

Insider Trade Summary

Net Seller: 5,440 shares ($11,315)

Net Sell 1 txn

Insider Aerts Austin

Role Chief Financial Officer

Sold 5,440 shs ($11K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	5,440	$2.08	$11K

Holdings After Transaction: Class A Common Stock — 303,227 shares (Direct, null)

Footnotes (1)

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. 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 $1.96 to $2.21, 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.

Key Figures

Shares sold: 5,440 shares Weighted average sale price: $2.08 per share Post-transaction holdings: 303,227 shares +1 more

4 metrics

Shares sold 5,440 shares Open-market sale to cover RSU tax withholding

Weighted average sale price $2.08 per share Block trade across multiple transactions

Post-transaction holdings 303,227 shares Direct ownership after tax-related sale

Price range of block trade $1.96–$2.21 per share Range for multiple transactions in the block trade

Key Terms

restricted stock units ("RSUs"), sell to cover, weighted average price, block trade

4 terms

restricted stock units ("RSUs") financial

"in connection with the vesting of restricted stock units ("RSUs")."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

sell to cover financial

"require the satisfaction of tax withholding obligations to be funded by "sell to cover" transactions"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

weighted average price financial

"The price reported 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.

block trade financial

"These shares were sold as part of a block trade in multiple transactions"

A block trade is a large, privately arranged sale or purchase of a company's shares or bonds between big investors, often negotiated to avoid upsetting the public market price. Think of it like selling a truckload of goods directly to one buyer instead of unloading it on a busy street — it moves a lot of supply at once and can signal shifting demand, affect immediate liquidity, and influence short-term stock prices.

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Form 4 Insider Transactions: What Each Field Means →

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 UTAH 84109

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/09/2026		S		5,440(1)	D	$2.08(2)	303,227	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 $1.96 to $2.21, 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	06/10/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did SERA CFO Austin Aerts report on this Form 4?

Austin Aerts, CFO of Sera Prognostics, reported selling 5,440 shares of Class A common stock. The sale was executed at a weighted average price of $2.08 per share as part of a block trade covering multiple transactions within a specified price range.

Why did the SERA CFO sell 5,440 shares of stock?

The 5,440 shares were sold to cover tax withholding obligations tied to vesting of restricted stock units. The company required these obligations be satisfied through “sell to cover” transactions, so the sale was mandated rather than a discretionary decision by the reporting person.

What price did the SERA CFO receive for the shares sold?

The reported price is a weighted average of $2.08 per share for the 5,440 shares sold. These shares were part of a block trade executed in multiple transactions at prices ranging from $1.96 to $2.21 per share, inclusive, as disclosed.

How many SERA shares does the CFO hold after this transaction?

Following the tax-related sale, Austin Aerts directly holds 303,227 shares of Sera Prognostics Class A common stock. This post-transaction holding shows that only a small portion of his equity position was sold to satisfy the RSU-related tax obligations.

Was the SERA CFO’s share sale a discretionary trade?

The sale was not discretionary. The filing states it was mandated by the issuer’s election to satisfy tax withholding obligations from RSU vesting through “sell to cover” transactions, meaning the reporting person did not choose independently to sell these shares on the open market.

Can investors see the detailed pricing for the CFO’s SERA share sale?

Yes, upon request. The filing notes the CFO will provide full details on the number of shares sold at each separate price within the $1.96 to $2.21 range to the SEC staff, the issuer, or any security holder seeking that information.