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

Rhea-AI Filing Summary

Benjamin G. Jackson, General Counsel of Sera Prognostics, reported the sale of 6,447 shares of Class A common stock on 08/08/2025 to satisfy tax withholding on vested restricted stock units. The filing states this was a mandatory "sell-to-cover" transaction and not a discretionary sale. The shares were executed as a block trade at a weighted average price of $2.54, with individual trade prices ranging from $2.28 to $2.73.

Following the sale the reporting person beneficially owns 127,751 shares on a direct basis. No derivative securities were reported. The disclosure documents an administrative, tax-related disposition rather than an elective insider sale.

Positive

• Sale was a mandatory "sell-to-cover" transaction related to RSU tax withholding, not a discretionary insider sale
• Reporting person retains 127,751 shares beneficially owned on a direct basis after the transaction
• Filing discloses weighted average price ($2.54) and the trade price range ($2.28 to $2.73), supporting transparency

Negative

• None.

Insights

Securities Analyst

TL;DR: Insider sold shares to cover taxes; transaction was non-discretionary and reporting person retains significant direct holdings.

The Form 4 shows a required "sell-to-cover" disposition of 6,447 Class A shares by the issuer's General Counsel, executed in a block trade with a weighted average price of $2.54. Because the filing explicitly states the sale was to satisfy RSU tax withholding and not discretionary, the market-significance is limited; this is an administrative liquidity event rather than an indicated change in insider sentiment. The reporting person still holds 127,751 shares directly, and no derivative positions are listed, which maintains continuity in direct ownership metrics.

Corporate Governance Expert

TL;DR: Proper compliance disclosure of mandatory tax-related sale; no governance red flags evident from this filing alone.

The Form 4 documents transparent reporting: the issuer mandated the sell-to-cover method for RSU tax withholding and the reporting person provided a weighted average sale price and price range. The signature and explanation sections align with standard disclosure practice. There are no additional dispositions, option exercises, or derivative transactions disclosed that would suggest broader governance or disclosure issues based on this single 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
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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).

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^*

Jackson Benjamin

(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)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025

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	08/08/2025		S		6,447(1)	D	$2.54(2)	127,751	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 $2.28 to $2.73, 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	08/11/2025
	** 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 transaction did Benjamin G. Jackson report on Form 4 for SERA?

He reported the sale of 6,447 Class A shares on 08/08/2025 as a "sell-to-cover" to satisfy RSU tax withholding at a weighted average price of $2.54.

Why were the shares sold according to the filing?

The filing states the sale was mandated by the issuer to satisfy tax withholding obligations on vested restricted stock units and was not a discretionary transaction by the reporting person.

How many shares does the reporting person own after the reported transaction?

The reporting person beneficially owns 127,751 shares on a direct basis following the reported transaction.

Were any derivative securities reported by the insider in this Form 4?

No. Table II lists no derivative securities acquired, disposed of, or beneficially owned.

At what prices were the shares in the block trade executed?

The filing reports a weighted average price of $2.54 and states the block trade included transactions priced between $2.28 and $2.73.