Form 4: SERA CEO Sells Shares for Tax Obligations

SERA Prognostics CEO Zhenya Lindgardt sold 11,594 shares of Class A Common Stock on November 10, 2025, to cover tax withholding obligations related to RSU vesting.

Summary

• Zhenya Lindgardt, CEO and Director of SERA Prognostics, Inc., reported a sale of 11,594 shares of Class A Common Stock.
• The transaction occurred on November 10, 2025, at a weighted average price of $2.62 per share.
• This sale was non-discretionary, executed to satisfy tax withholding obligations arising from the vesting of restricted stock units (RSUs).
• The shares were sold as part of a block trade with prices ranging from $2.30 to $3.04.
• Following this transaction, Lindgardt beneficially owns 796,296 shares of Class A Common Stock.

Sentiment

Score: 5

Explanation: The transaction is a routine, non-discretionary 'sell to cover' for tax obligations related to RSU vesting, which is a neutral event from an investment sentiment perspective.

Positives

• The sale was non-discretionary, indicating it was not a reflection of a change in management's confidence in the company.
• The transaction is a routine event related to compensation and tax obligations.

Negatives

• A reduction in direct beneficial ownership by a key executive, even if non-discretionary, reduces their direct stake.

Risks

• No new risks are introduced by this routine tax-related transaction.

Future Outlook

NA

Management Comments

• 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.

Industry Context

This is a standard insider transaction for tax purposes and does not reflect broader industry trends or competitive positioning.

Comparison to Industry Standards

• Sell-to-cover transactions for tax withholding on RSU vesting are a common practice across industries for executive compensation.
• The mechanism of using a block trade with a weighted average price is also standard for such transactions to ensure efficient execution.

Stakeholder Impact

• Shareholders: Minimal direct impact as the sale is non-discretionary and for tax purposes, not indicative of a change in executive confidence.
• Employees: No direct impact on general employees.

Key Dates

Keywords

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