Form 4: SERA CEO Sells Shares for Tax Obligations

SERA Prognostics CEO Zhenya Lindgardt sold 8,571 shares of Class A Common Stock at a weighted average price of $2.54 to cover tax withholding obligations related to RSU vesting.

Summary

• Zhenya Lindgardt, Chief Executive Officer and Director of SERA Prognostics, Inc. (SERA), reported a transaction on August 8, 2025.
• The transaction involved the sale of 8,571 shares of Class A Common Stock.
• The shares were sold at a weighted average price of $2.54 per share, with individual transaction prices ranging from $2.28 to $2.73.
• The sale was a non-discretionary 'sell to cover' transaction, mandated by the issuer to satisfy tax withholding obligations arising from the vesting of restricted stock units (RSUs).
• Following this transaction, Zhenya Lindgardt directly beneficially owns 832,294 shares of Class A Common Stock.

Sentiment

Score: 5

Explanation: The transaction is a routine 'sell to cover' to meet tax obligations from RSU vesting, indicating a neutral sentiment as it is not a discretionary sale reflecting management's view on the stock.

Positives

• The transaction was a non-discretionary 'sell to cover' to satisfy tax withholding obligations, indicating a routine compensation event rather than a discretionary sale based on a negative outlook.

Future Outlook

NA

Management Comments

• The sale of shares was mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by 'sell to cover' transactions.
• The transaction does not represent a discretionary transaction by the Reporting Person.

Industry Context

NA

Stakeholder Impact

• Shareholders: Minimal direct impact as the sale is a routine tax-related transaction and not indicative of a change in management's discretionary view on the company's prospects.

Key Dates

Recommendation

The transaction reported is a non-discretionary 'sell to cover' to satisfy tax withholding obligations related to the vesting of restricted stock units. This is a routine event for executive compensation and does not reflect a discretionary decision by the CEO regarding the company's future prospects or stock valuation. Therefore, it provides no new fundamental information to alter an existing investment thesis, warranting a 'hold' recommendation.

Keywords

SERA Prognostics, SERA, Form 4, Insider Transaction, Stock Sale, CEO, Director, RSU, Restricted Stock Units, Tax Withholding, Sell to Cover