Form 4: Ceribell Director Sells Shares After Option Exercise

Ceribell Director William W. Burke exercised stock options and subsequently sold a portion of his common stock holdings under a Rule 10b5-1 trading plan.

Summary

• William W. Burke, a Director of Ceribell, Inc. (CBLL), engaged in multiple transactions on December 9, 2025.
• Burke exercised stock options to acquire 9,728 shares of common stock at an exercise price of $2.26 per share.
• Concurrently, Burke sold 9,728 shares of common stock at a weighted average price of $22.02 per share, with prices ranging from $21.23 to $22.97.
• Burke also exercised stock options to acquire an additional 23,000 shares of common stock at an exercise price of $4.70 per share.
• Following this, Burke sold 23,000 shares of common stock at a weighted average price of $22.02 per share, with prices ranging from $21.20 to $23.05.
• All reported transactions were executed pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
• After these transactions, Burke directly beneficially owns 17,391 shares of common stock.
• Burke retains 25,151 stock options with an exercise price of $4.70, which vest monthly from June 23, 2022, subject to continued service.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider selling can sometimes be viewed negatively, the transactions were pre-planned under a Rule 10b5-1 plan and involved the exercise of options, indicating a planned liquidity event rather than a reactive sale based on new information. The significant profit realized by the director is a positive for the individual.

Positives

• The director realized significant gains by exercising options at low prices ($2.26 and $4.70) and selling shares at a substantially higher market price (weighted average of $22.02).
• The transactions were conducted under a pre-arranged Rule 10b5-1 trading plan, which indicates a planned liquidity event rather than a reactive sale based on new, non-public information.

Negatives

• The sale of shares by a director, even under a 10b5-1 plan, could be interpreted by some investors as a reduction in insider exposure to the company's stock.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction. It solely reports insider trading activities.

Management Comments

• The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.

Industry Context

This Form 4 filing details an individual insider's stock transactions and does not provide information directly related to broader industry trends or competitive landscape. Insider trading activity can sometimes be a data point for market participants assessing company sentiment.

Stakeholder Impact

• Shareholders: May observe the director's reduction in direct shareholdings, though the 10b5-1 plan context mitigates potential negative interpretations. The transactions demonstrate a director realizing value from their equity compensation.

Key Dates

Keywords

Ceribell, CBLL, Form 4, Insider Transaction, Stock Options, Director, Share Sale, 10b5-1 Plan, Equity Compensation