Ceribell Inc
For the period ended Dec 31, 2024. Filed Feb 25, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 25, 2025
CBLL$27.48-0.4%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits and Financial Statement Schedules
Item 15. Exhibits, Financial Statement Schedules.
The following documents are filed as part of this Annual Report:
a)
Financial Statements. See Index to Financial Statements included in the financial statements in this Annual Report.
b)
Financial Statement Schedules. All financial statement schedules are omitted because they are not applicable or required, or the information required to be set forth therein is included in the financial statements or notes thereto included in the Index to Financial Statements of this Annual Report.
c)
Exhibits. The exhibits required to be filed as part of this Annual Report are listed in the Exhibit List attached hereto and are incorporated herein by reference.
Exhibit Index
| Incorporated by reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Description | Form | Dated | Number | ProvidedHerewith |
| 3.1 | Amended and Restated Certificate of Incorporation. | 8-K | 10/15/2024 | 3.1 | |
| 3.2 | Amended and Restated Bylaws. | 8-K | 10/15/2024 | 3.2 | |
| 4.01 | Form of Common Stock Certificate. | S-1/A | 9/19/2024 | 4.01 | |
| 4.02 | Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. | X | |||
| 4.03 | Warrant to Purchase Shares of Series Preferred Stock, dated May 1, 2020, issued to Horizon Technology Finance Corporation (Loan A). | S-1 | 8/26/24 | 4.03 | |
| 4.04 | Warrant to Purchase Shares of Series Preferred Stock, dated May 1, 2020, issued to Horizon Technology Finance Corporation (Loan B). | S-1 | 8/26/24 | 4.04 | |
| 4.05 | Amended and Restated Warrant to Purchase Shares of Series Preferred Stock, dated May 1, 2020, issued to Horizon Technology Finance Corporation (Loan C), as amended on March 10, 2022. | S-1 | 8/26/24 | 4.05 | |
| 4.06 | Amended and Restated Warrant to Purchase Shares of Series Preferred Stock, dated May 1, 2020, issued to Horizon Technology Finance Corporation (Loan D), as amended on March 10, 2022. | S-1 | 8/26/24 | 4.06 | |
| 4.07 | Warrant to Purchase Shares of Series Preferred Stock, dated May 1, 2020, issued to Horizon Technology Finance Corporation (Loan E). | S-1 | 8/26/24 | 4.07 | |
| 4.08 | Warrant to Purchase Shares of Series Preferred Stock, dated May 1, 2020, issued to Horizon Technology Finance Corporation (Loan F). | S-1 | 8/26/24 | 4.08 | |
| 4.09 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated March 10, 2022, issued to Horizon Technology Finance Corporation (Loan C). | S-1 | 8/26/24 | 4.09 | |
| 4.10 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated March 10, 2022, issued to Horizon Technology Finance Corporation (Loan D). | S-1 | 8/26/24 | 4.10 | |
| 4.11 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated March 10, 2022, issued to Horizon Technology Finance Corporation (Loan G). | S-1 | 8/26/24 | 4.11 | |
| 4.12 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated March 10, 2022, issued to Horizon Technology Finance Corporation (Loan H). | S-1 | 8/26/24 | 4.12 | |
| 4.13 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated March 10, 2022, issued to Horizon Technology Finance Corporation (Loan I). | S-1 | 8/26/24 | 4.13 | |
| 4.14 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated March 10, 2022, issued to Horizon Technology Finance Corporation (Loan J). | S-1 | 8/26/24 | 4.14 | |
| 4.15 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Silicon Valley Bank, a Division of First-Citizens Bank & Trust Company. (Closing Warrant). | S-1 | 8/26/24 | 4.15 | |
| 4.16 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan B). | S-1 | 8/26/24 | 4.16 | |
| 4.17 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan C). | S-1 | 8/26/24 | 4.17 | |
| 4.18 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan D). | S-1 | 8/26/24 | 4.18 | |
| 4.19 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan F Commitment). | S-1 | 8/26/24 | 4.19 | |
| 4.20 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan G Commitment). | S-1 | 8/26/24 | 4.20 | |
| 4.21 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan I Commitment). | S-1 | 8/26/24 | 4.21 | |
| 4.22 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan J Commitment). | S-1 | 8/26/24 | 4.22 | |
| 4.23 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan L Commitment). | S-1 | 8/26/24 | 4.23 | |
| 4.24 | Warrant to Purchase Shares of Series C-1 Preferred Stock, dated February 6, 2024, issued to Horizon Technology Finance Corporation. (Loan M Commitment). | S-1 | 8/26/24 | 4.24 | |
| 10.01 | Lease Agreement dated July 2021, by and between WTA Pastoria II LLC and CeriBell, Inc. | S-1 | 8/26/2024 | 10.01 | |
| 10.02 | Letter Agreement dated October 5, 2021, by and between WTA Pastoria II LLC and CeriBell, Inc. | S-1 | 8/26/2024 | 10.02 | |
| 10.03 | Standard Industrial/Commercial Multi-Tenant Lease, dated May 17, 2024, by and between George Yagmourian and Josefa Yagmourian, Trustees of the Yagmourian 1984 Living Trust dated October 10, 1984 and CeriBell, Inc. | S-1 | 8/26/2024 | 10.03 | |
| 10.04 | Loan and Security Agreement, dated February 6, 2024, by and between CeriBell, Inc. and Silicon Valley Bank. | S-1 | 8/26/2024 | 10.04 | |
| 10.05 | Venture Loan and Security Agreement, dated February 6, 2024, by and among CeriBell, Inc., Horizon Technology Finance Corporation and Silicon Valley Bank. | S-1 | 8/26/2024 | 10.05 | |
| 10.06 | First Amendment to Venture Loan and Security Agreement, dated February 14, 2025, by and among CeriBell, Inc., Horizon Technology Finance Corporation and Silicon Valley Bank. | X | |||
| 10.07† | Exclusive (Equity) Agreement, dated June 15, 2015, by and between the Board of Trustees of the Leland Stanford Junior University and CeriBell, Inc. | S-1 | 8/26/2024 | 10.06 | |
| 10.08† | Amendment No. 1 to the License Agreement effective the 15th Day of June 2015 by and between the Board of Trustees of the Leland Stanford Junior University and CeriBell, Inc., dated September 14, 2015. | S-1 | 8/26/2024 | 10.07 | |
| 10.9† | Amendment No. 2 to the License Agreement effective the 15th Day of June 2015 and amended the 14th Day of September 2015, by and between the Board of Trustees of the Leland Stanford Junior University and CeriBell, Inc., dated April 1, 2017. | S-1 | 8/26/2024 | 10.08 | |
| 10.10† | Amendment No. 3 to the License Agreement effective the 15th Day of June 2015, by and between the Board of Trustees of the Leland Stanford Junior University and CeriBell, Inc., dated March 8, 2022. | S-1 | 8/26/2024 | 10.09 | |
| 10.11# | 2024 Incentive Award Plan. | S-1/A | 10/7/2024 | 10.14 | |
| 10.12# | Form Agreements under 2024 Incentive Award Plan. | S-1/A | 10/7/2024 | 10.15 | |
| 10.13# | 2024 Employee Stock Purchase Plan. | S-1/A | 10/7/2024 | 10.16 | |
| 10.14# | Non-Employee Director Compensation Program. | S-1/A | 9/19/2024 | 10.17 | |
| 10.15# | Form of Indemnification Agreement for Directors and Officers. | S-1/A | 9/19/2024 | 10.18 | |
| 10.16# | Employment Agreement, by and between CeriBell, Inc. and Xingjuan (Jane) Chao, Ph.D. | S-1/A | 8/26/2024 | 10.19 | |
| 10.17# | Employment Agreement, by and between CeriBell, Inc. and Scott Blumberg. | S-1/A | 8/26/2024 | 10.20 | |
| 10.18# | Employment Agreement, by and between CeriBell, Inc. and Joshua Copp. | S-1 | 8/26/2024 | 10.21 | |
| 10.19# | Employment Agreement, by and between CeriBell, Inc. and Raymond Woo, Ph.D., as amended. | S-1/A | 10/7/2024 | 10.22 | |
| 10.20# | Form of Executive Change in Control and Severance Agreement. | S-1/A | 9/19/2024 | 10.23 | |
| 10.21# | Consulting Agreement, dated May 7, 2018, and Amendment No.1 to Consulting Agreement, dated October 2, 2024, by and between CeriBell, Inc. and Josef Parvizi. | S-1/A | 10/7/2024 | 10.28 | |
| 10.22 | Corporate Supply Agreement, dated January 10, 2022, by and between CeriBell, Inc. and Shenzhen Everwin Precision Technology Co., Ltd. | S-1 | 8/26/2024 | 10.24 | |
| 10.23 | Corporate Supply Agreement Amendment, dated March 7, 2023, by and between CeriBell, Inc. and Shenzhen Everwin Precision Technology Co., Ltd. | S-1 | 8/26/2024 | 10.25 | |
| 10.24 | Corporate Supply Agreement, dated February 1, 2024, by and between CeriBell, Inc. and Ease Care under the management of Luxen and Kersen. | S-1 | 8/26/2024 | 10.26 | |
| 19.1 | Insider Trading Compliance Policy and Procedures. | X | |||
| 23.1 | Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm. | X | |||
| 31.1 | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | |||
| 31.2 | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | X | |||
| 32.1* | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | |||
| 32.3* | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | X | |||
| 97 | Policy Relating to Recovery of Erroneously Awarded Compensation. | X | |||
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. | X | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents. | X | |||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | X | |||
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