[Form 4] Semler Scientific, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Semler Scientific, Inc. (SMLR) – Form 4 Overview

Director Natalie Brunell reported the grant of a single derivative security on 25 June 2025. The filing covers a stock option to purchase 1,125 shares of common stock at an exercise price of $41.04 per share. The instrument is classified as an acquisition (transaction code “A”).

Vesting schedule: 1/6 of the option (≈188 shares) vested immediately on the grant date, with the remaining 5/6 vesting in equal monthly tranches, resulting in full vesting six months after 25 June 2025. The option expires on 25 June 2035.

Post-transaction holdings: Ms. Brunell now beneficially owns 1,125 derivative securities directly. No non-derivative (outright share) transactions were reported.

No 10b5-1 trading plan was indicated, and no other insider participated in this filing. The grant appears to be a routine director compensation award and does not include any immediately exercisable common-stock sales or purchases.

Positive

• Alignment of interests: Granting equity-based compensation to a director ties board member incentives to shareholder value.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director option grant; aligns incentives, immaterial size.

The Form 4 discloses a typical equity-based compensation grant to a non-executive director. With only 1,125 options—well below 1% of Semler’s 7 million-plus outstanding shares—the award has negligible dilution. A six-month vesting cliff accelerates alignment but is shorter than the one-year vesting often seen, suggesting the board favors quicker ownership for outside directors. No 10b5-1 plan is flagged, so subsequent sales would require new disclosure. Overall governance impact is neutral: it follows normal practice and provides transparency without altering control dynamics.

Securities Analyst

TL;DR: Neutral—small option grant, no cash impact, no signal on fundamentals.

Financially, the option strike of $41.04 sits near recent market levels, indicating a fair-market grant rather than an in-the-money incentive. Because the option expires in 2035, it adds long-dated potential dilution of 0.016% (1,125 ÷ ~7 million shares). There is no immediate P&L expense disclosure here, but GAAP option expense will be minimal. Importantly, the filing does not signal insider confidence via open-market buying; it merely documents standard compensation. For valuation models, the incremental dilution is immaterial, and there is no read-through to earnings or revenue outlook.

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^*

BRUNELL NATALIE

(Last) (First) (Middle)

C/O SEMLER SCIENTIFIC, INC.

51 E CAMPBELL AVE, STE 107-D

(Street)

CAMPBELL CA 95008

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Semler Scientific, Inc. [ SMLR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025

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

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)	$41.04	06/25/2025		A		1,125		(1)	06/25/2035	Common Stock	1,125	$0	1,125	D

Explanation of Responses:

1. The shares underlying the option shall vest and become exercisable as follows: 1/6th of the underlying shares shall vest on the grant date, following which 1/6th of the underlying shares shall vest on a monthly basis thereafter such that it is vested in full 6 months after the grant date.

	/s/ Renae Cormier, attorney-in-fact	06/26/2025
	** 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 insider activity did Semler Scientific (SMLR) report on 25 June 2025?

Director Natalie Brunell received a stock option for 1,125 shares at $41.04 per share.

How does the SMLR option granted to Natalie Brunell vest?

1/6 vested immediately on grant day; the remaining 5/6 vest monthly so it is fully vested six months after 25 June 2025.

What is the expiration date of the newly granted Semler Scientific option?

The option expires on 25 June 2035.

Did the Form 4 indicate a Rule 10b5-1 trading plan for the director?

No—there is no 10b5-1(c) box checked, implying no pre-arranged trading plan was used.

How many derivative securities does Natalie Brunell own after this transaction?

She now directly owns 1,125 stock options; no non-derivative shares were reported.