CeriBell (NASDAQ: CBLL) CEO Xingjuan Chao reports 4.9% stake

Rhea-AI Filing Summary

CeriBell, Inc. reported beneficial ownership information for Xingjuan Chao as of March 31, 2026. The filing shows 1,524,907 shares of Common Stock with sole voting power and shared voting power of 369,088, representing 4.9% of the class.

The filing states 37,859,520 shares outstanding as of March 31, 2026. It also discloses 826,328 shares issuable upon exercise of options exercisable within 60 days and 5,684 RSUs vesting within 60 days. The report is signed by Chao in her capacity as President and CEO.

Insights

Corporate Governance Analyst

Founder/CEO reports sub‑5% ownership including exercisable options.

The filing lists 1,524,907 shares held directly and 369,088 shares held indirectly via the ACP 2021 Trust, with total reported beneficial ownership of 1,893,995 shares as of March 31, 2026. It ties ownership to 37,859,520 shares outstanding.

Key dependencies include the 826,328 options exercisable within 60 days and 5,684 RSUs vesting within 60 days. Future disclosures may update holdings after option exercises or RSU vesting; transaction activity will be visible in subsequent ownership filings.

Equity Compensation Specialist

Significant exercisable options appear in the position breakdown.

The record shows 826,328 option shares exercisable within 60 days of March 31, 2026 and 5,684 RSUs vesting within 60 days. These instruments are included in beneficial ownership calculations per the filing's mechanics.

Whether options are exercised or withheld will determine future dilution and reported percent ownership; any exercises within the 60‑day window would change the direct share count and may prompt Form 4 or amended disclosures.

Key Figures

Shares outstanding: 37,859,520 shares Reported beneficial ownership (total): 1,893,995 shares Percent of class: 4.9% +4 more

7 metrics

Shares outstanding 37,859,520 shares as of March 31, 2026

Reported beneficial ownership (total) 1,893,995 shares beneficial ownership reported as of March 31, 2026

Percent of class 4.9% based on 37,859,520 shares outstanding as of March 31, 2026

Sole voting power 1,524,907 shares sole power to vote or direct the vote

Shared voting power (ACP 2021 Trust) 369,088 shares shared voting power via ACP 2021 Trust

Options exercisable within 60 days 826,328 shares stock options exercisable within 60 days of March 31, 2026

RSUs vesting within 60 days 5,684 shares RSUs vesting within 60 days of March 31, 2026

Key Terms

beneficially owned, RSUs, exercisable within 60 days, co‑trustee, +1 more

5 terms

beneficially owned regulatory

"The ownership information presented herein represents beneficial ownership of common stock"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

RSUs financial

"5,684 shares of Common Stock issuable upon vesting of RSUs within 60 days"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

exercisable within 60 days financial

"826,328 shares of Common Stock issuable upon exercise of stock options exercisable within 60 days"

co‑trustee legal

"she is a co-trustee"

Schedule 13G/A regulatory

"form_type: SCHEDULE 13G/A"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/12/2026 - 05:07 PM Learn about SEC filing dates

FAQ

What stake does Xingjuan Chao report in CeriBell (CBLL)?

She reports beneficial ownership of 1,893,995 shares, equal to 4.9% of the class, based on 37,859,520 shares outstanding as of March 31, 2026. The figure includes exercisable options and RSUs.

How many shares does Chao hold directly versus indirectly?

The filing shows 692,895 shares held directly by the reporting person and 369,088 shares she shares beneficial ownership of via the ACP 2021 Trust, as reported on the cover page and Item 4.

Do the reported options and RSUs affect the ownership percent?

Yes. The filing includes 826,328 option shares exercisable within 60 days and 5,684 RSUs vesting within 60 days; these are counted toward beneficial ownership in the report's percent calculation.

What is the shares outstanding figure used in the filing?

The filing states 37,859,520 shares outstanding as of March 31, 2026, which is the base used to compute the reported 4.9% ownership percentage.

Who signed the filing for CeriBell (CBLL)?

The filing is signed by Xingjuan Chao, identified as President, Chief Executive Officer, and Co‑Founder, with signature dated May 12, 2026 on the amendment cover page.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

CeriBell, Inc.

(Name of Issuer)

Common stock, $0.001 par value per share

(Title of Class of Securities)

15678C102

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 15678C102

1

Names of Reporting Persons

Xingjuan Chao

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 1,524,907.00
6	Shared Voting Power 369,088.00
7	Sole Dispositive Power 1,524,907.00
8	Shared Dispositive Power 369,088.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,893,995.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.9 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Includes 826,328 shares of Common Stock issuable upon exercise of stock options exercisable within 60 days of March 31, 2026 and 5,684 shares of Common Stock issuable upon vesting of RSUs within 60 days of March 31, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: CeriBell, Inc.
(b)	Address of issuer's principal executive offices: 360 N. Pastoria Avenue, Sunnyvale, CA 94085
Item 2.
(a)	Name of person filing: Xingjuan Chao
(b)	Address or principal business office or, if none, residence: The address for the reporting person is c/o CeriBell, Inc., 360 N. Pastoria Avenue, Sunnyvale, CA 94085.
(c)	Citizenship: The reporting person is a citizen of the United States
(d)	Title of class of securities: Common stock, $0.001 par value per share
(e)	CUSIP No.: 15678C102
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The information contained on the cover page to this Schedule 13G/A is incorporated by reference into this Item 4. The ownership information presented herein represents beneficial ownership of common stock of CeriBell, Inc. (the "Common Stock") as of March 31, 2026, based upon 37,859,520 shares of Common Stock outstanding as of March 31, 2026. The reporting person is the record holder of 692,895 shares of Common Stock and may be deemed to beneficially own an additional 826,328 shares of Common Stock issuable upon exercise of stock options exericsable within 60 days of March 31, 2026 and 5,684 shares of Common Stock issuable upon vesting of RSUs within 60 days of March 31, 2026. The reporting person may also be deemed to share beneficial ownership of 369,088 shares of Common Stock held by the ACP 2021 Trust, of which she is a co-trustee.
(b)	Percent of class: 4.9 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 1,524,907
	(ii) Shared power to vote or to direct the vote: 369,088
	(iii) Sole power to dispose or to direct the disposition of: 1,524,907
	(iv) Shared power to dispose or to direct the disposition of: 369,088
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Xingjuan Chao

Signature:	/s/ Xingjuan Chao
Name/Title:	President, Chief Executive Officer, and Co-Founder
Date:	05/12/2026