Ceribell, Inc.
For the period ended Jun 30, 2026. Filed Aug 10, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 10, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-11.
0001193125-26-217008
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-10.
0001193125-26-342574
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 115 previous paragraphs and 125 current paragraphs.
89 unchanged; 25 reworded; 9 added; 1 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 4 previous and 6 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (9)
Current report
Product cost of revenue for the three months ended June 30, 2026, decreased $0.5 million, or 22% compared to the same period of fiscal year 2025. Product cost of revenue for the six months ended June 30, 2026 increased $0.2 million, or 4%, compared to the same period of fiscal year 2025. The decrease in cost of goods sold for products for the three months ended June 30, 2026 was primarily due to tariff refund of $1.0 million, offset by an increase in Wearables sales to new and existing active accounts. The increase in cost of goods sold for products for the six months ended June 30, 2026 was primarily due to an increase in Wearables sales to new and existing active accounts, partially offset by the tariff refund.
Current report
Research and development expenses increased $3.8 million, or 42%, for the six months ended June 30, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase of $3.2 million in personnel and related expenses directly associated with an increase in headcount.
Current report
Sales and marketing expenses increased $11.4 million, or 32%, for the six months ended June 30, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase in personnel and related expenses directly associated with an increase in headcount.
Current report
IEEPA Tariffs
Current report
In April 2025, the U.S. government announced new tariffs on goods imported into the U.S. from dozens of countries, including China and the European Union member states. In response, governments have threatened or imposed reciprocal tariffs or taken other measures, and the United States is in the process of negotiating trade agreements with certain governments. In February 2026, the U.S. Supreme Court ruled to invalidate the U.S. administration’s tariff program implemented under IEEPA.
Current report
During the three months ended June 30, 2026, the Company has recognized refunds of $1.6 million. Of this refund amount, $1.0 million was recognized as a reduction of cost of goods sold for product that had been sold and the remaining $0.6 million relates to inventory on hand and remains capitalized in inventory as of June 30, 2026. $1.0 million of this refund is recorded in other current assets as of June 30, 2026, and was received in cash on July 1, 2026.
Current report
On August 5, 2026, subsequent to June 30, 2026, we entered into a Credit, Security and Guaranty Agreement (the “Credit Agreement”) with MidCap Funding IV Trust, as agent, MidCap Financial Trust, as term loan servicer, and the lenders party thereto, providing for (i) a term loan facility, consisting of a $30.0 million commitment and an additional $25.0 million of uncommitted capital that may be available at the Lender's discretion, and (ii) a revolving loan facility in an aggregate principal amount of up to $20.0 million, which may be increased to up to $30.0 million at the Company's discretion upon satisfaction of certain conditions set forth therein. The $20.0 million revolving credit facility operates on a non-formula basis through December 31, 2027, after which time, availability under the facility will be subject to a borrowing base based on eligible accounts receivable and inventory. The term loan is callable at the Company's request at any time before December 31, 2028. At closing, the Company borrowed $20.0 million under the revolving facility and has no balance drawn under the term loan. The proceeds of borrowings under the Credit Agreement were used to repay in full the Company's outstanding obligations under the VLSA described in Note 9. Future borrowings will be used for working capital and general corporate purposes. The VLSA was terminated on August 5, 2026.
Current report
For additional information, see Note 14, “Subsequent Events,” to our financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Current report
Litigation — As of June 30, 2026, we have a commitment to pay $2.9 million in deferred legal fees contingent upon the earlier of settlement or favorable Initial Determination by the Administrative Law Judge related to the Natus patent infringement complaints. The Company records a provision for a liability when management believes that it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. No provision or accrual has been recorded related to the deferred legal fees based on currently available information; see Note 7, “Commitments and Contingencies.”
Removed paragraphs (1)
Previous report
Product cost of revenue for the three months ended March 31, 2026, increased $0.7 million, or 30%, compared to the same period of fiscal year 2025. The increase in cost of goods sold for products was primarily due to an increase in headband sales to new and existing active accounts, partially offset by a decrease in the cost of goods sold per unit, as non-variable costs are allocated among a larger number of units.
Reworded paragraphs (25)
Previous wording
We are a medical technology company focused on transforming the diagnosis and management of patients with serious neurological conditions. We have developed the Ceribell System, a novel, point-of-care EEG platform specifically designed to address the unmet needs of patients in the acute care setting. By combining proprietary, highly portable, and rapidly deployable hardware with sophisticated artificial intelligence (“AI”)-powered algorithms, the Ceribell System enables rapid diagnosis and continuous monitoring of patients with neurological conditions. We initially focused on becoming the standard of care for the detection and management of seizures in the acute care setting, where the technological and operational limitations of conventional EEG systems have contributed to significant delays in seizure and delirium diagnosis and suboptimal patient care and clinical outcomes, as well as a high economic burden for hospitals and the healthcare system. By making EEG more accessible and enabling continuous monitoring through the power of AI, the Ceribell System enables clinicians to more rapidly and accurately diagnose and manage patients at risk of seizure and delirium in the acute care setting, resulting in improved patient outcomes and hospital and payer economics. As of March 31, 2026, the Ceribell System has been adopted by more than 650 hospitals, ranging from top academic centers to small community hospitals. For information regarding how patient care and clinical outcomes are measured, see “Business—Market Overview—Challenges of Managing Seizures in the Acute Care Setting” included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on February 24, 2026.
Current wording
We are a medical technology company focused on transforming the diagnosis and management of patients with serious neurological conditions. We have developed the Ceribell System, a novel, point-of-care EEG platform specifically designed to address the unmet needs of patients in the acute care setting. By combining proprietary, highly portable, and rapidly deployable hardware with sophisticated artificial intelligence (“AI”)-powered algorithms, the Ceribell System enables rapid diagnosis and continuous monitoring of patients with neurological conditions. We initially focused on becoming the standard of care for the detection and management of seizures in the acute care setting, where the technological and operational limitations of conventional EEG systems have contributed to significant delays in seizure and delirium diagnosis and suboptimal patient care and clinical outcomes, as well as a high economic burden for hospitals and the healthcare system. By making EEG more accessible and enabling continuous monitoring through the power of AI, the Ceribell System enables clinicians to more rapidly and accurately diagnose and manage patients at risk of seizure and delirium in the acute care setting, resulting in improved patient outcomes and hospital and payer economics. As of June 30, 2026, the Ceribell System has been adopted by more than 700 hospitals, ranging from top academic centers to small community hospitals. For information regarding how patient care and clinical outcomes are measured, see “Business—Market Overview—Challenges of Managing Seizures in the Acute Care Setting” included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on February 24, 2026.
Previous wording
We are currently focused on becoming the standard of care for the detection and management of seizures in the acute care setting. In May 2023, Clarity® became the first device to receive 510(k) clearance from the U.S. Food and Drug Administration (“FDA”) for diagnosing electrographic status epilepticus. In December 2025, the FDA granted 510(k) clearance for Ceribell’s proprietary delirium monitoring solution, the first and only FDA cleared delirium screening and monitoring device.
Current wording
We are currently focused on becoming the standard of care for the detection and management of seizures in the acute care setting. In May 2023, Clarity® became the first device to receive 510(k) clearance from the U.S. Food and Drug Administration (“FDA”) for diagnosing electrographic status epilepticus. In December 2025, the FDA granted 510(k) clearance for Ceribell’s proprietary Delirium Monitor System, the first and only FDA cleared delirium screening and monitoring device. In June 2026, we received a new FDA 510(k) clearance that encompasses two separate neurology focused algorithms, EEG Artifact Reduction and Epileptiform Abnormality Detection. We also received FDA clearance on the full next-generation hardware platform that we anticipate will support our expansion into new indications and new application areas.
Previous wording
As of March 31, 2026, we had an accumulated deficit of $240.1 million. To date, we have funded our operations primarily through proceeds from the sale of shares of our stock, including common stock and redeemable convertible preferred stock, term loan proceeds, and cash generated from the sale of Wearables and subscriptions. As of March 31, 2026, we had $141.2 million in cash, cash equivalents, and marketable securities. Based on our current operating plan, we believe that the net proceeds from our IPO, together with the expected cash generated from revenue transactions with customers and our existing cash and cash equivalents, will be sufficient to fund our planned operating expenses and capital expenditure requirements for at least the next 12 months. We have based this estimate on assumptions that may prove to be wrong, and we could deplete our capital resources sooner than we expect. We may experience lower than expected cash generated from operating activities or greater than expected capital expenditures, cost of revenue, or operating expenses, and may need to raise additional capital to fund operations, further research and development activities, or acquire, invest in, or in-license other businesses, assets, or technologies.
Current wording
As of June 30, 2026, we had an accumulated deficit of $259.4 million. To date, we have funded our operations primarily through proceeds from the sale of shares of our stock, including common stock and redeemable convertible preferred stock, term loan proceeds, and cash generated from the sale of Wearables and subscriptions. As of June 30, 2026, we had $129.3 million in cash, cash equivalents, and marketable securities. Based on our current operating plan, we believe that the net proceeds from our IPO, together with the expected cash generated from revenue transactions with customers and our existing cash and cash equivalents and marketable securities, will be sufficient to fund our planned operating expenses and capital expenditure requirements for at least the next 12 months. We have based this estimate on assumptions that may prove to be wrong, and we could deplete our capital resources sooner than we expect. We may experience lower than expected cash generated from operating activities or greater than expected capital expenditures, cost of revenue, or operating expenses, and may need to raise additional capital to fund operations, further research and development activities, or acquire, invest in, or in-license other businesses, assets, or technologies.
Previous wording
Adoption of the Ceribell System by new accounts. There are approximately 6,000 acute care facilities with an Intensive Care Unit (“ICU”) or Emergency Department (“ED”) or both in the United States that we believe could benefit from the Ceribell System because the patients arriving at such facilities may experience seizures or delirium triggered by the conditions leading them to seek acute medical care. As of March 31, 2026, we have successfully deployed the Ceribell System to more than 650 hospitals, ranging from top academic centers to small community hospitals. We believe that all acute care facilities in the United States can benefit from the Ceribell System, and our goal is to establish the Ceribell System as the standard of care for the detection and management of seizures in critically ill patients. To drive further adoption of the Ceribell System, we leverage our commercial infrastructure including Territory Managers (“TMs”), who focus on new account acquisition and onboarding, and Clinical Account Managers (“CAMs”), who focus on ongoing account coverage to increase utilization and further support hospital onboarding. Our commercial team engages with customers to communicate the value proposition of the Ceribell System, leveraging our large base of clinical evidence.
Current wording
Adoption of the Ceribell System by new accounts. There are approximately 6,000 acute care facilities with an Intensive Care Unit (“ICU”) or Emergency Department (“ED”) or both in the United States that we believe could benefit from the Ceribell System because the patients arriving at such facilities may experience seizures or delirium triggered by the conditions leading them to seek acute medical care. As of June 30, 2026, we have successfully deployed the Ceribell System to more than 700 hospitals, ranging from top academic centers to small community hospitals. We believe that all acute care facilities in the United States can benefit from the Ceribell System, and our goal is to establish the Ceribell System as the standard of care for the detection and management of seizures in critically ill patients. To drive further adoption of the Ceribell System, we leverage our commercial infrastructure including Territory Managers (“TMs”), who focus on new account acquisition and onboarding, and Clinical Account Managers (“CAMs”), who focus on ongoing account coverage to increase utilization and further support hospital onboarding. Our commercial team engages with customers to communicate the value proposition of the Ceribell System, leveraging our large base of clinical evidence.
Previous wording
Results of Operations for the Three Months Ended March 31, 2026 and 2025
Current wording
Results of Operations for the three and six months ended June 30, 2026 and 2025
Previous wording
Comparison of the Three Months Ended March 31, 2026 and 2025
Current wording
Comparison of the three and six months ended June 30, 2026 and 2025
Previous wording
Product revenue for the three months ended March 31, 2026, increased $4.6 million, or 29%, compared to the same period of fiscal year 2025. Product revenue growth was primarily driven by the addition of new customers and an increase in utilization of Wearables and resulting sales of Wearables, driven by continued customer education that resulted in increased awareness and adoption of our products.
Current wording
Product revenue for the three and six months ended June 30, 2026, increased $5.3 million and $9.9 million, or 33% and 31%, respectively, compared to the same period of fiscal year 2025. Product revenue growth was primarily driven by the addition of new customers and an increase in utilization of Wearables and resulting sales of Wearables, driven by continued customer education that resulted in increased awareness and adoption of our products.
Previous wording
Subscription revenue for the three months ended March 31, 2026, increased $1.4 million, or 29%, compared to the same period of fiscal year 2025. Subscription revenue growth was primarily driven by the addition of new customers.
Current wording
Subscription revenue for the three and six months ended June 30, 2026, increased $1.6 million and $3.0 million, respectively, or 30%, compared to the same period of fiscal year 2025. Subscription revenue growth was primarily driven by the addition of new customers.
Previous wording
Subscription cost of revenue for three months ended March 31, 2026, increased $0.2 million, or 145%, compared to the same period of fiscal year 2025. The increase in subscription cost of revenue was primarily due to increased hosting costs for new and existing active accounts for subscriptions and incremental recorder depreciation associated with new subscriptions.
Current wording
Subscription cost of revenue for three and six months ended June 30, 2026, increased $0.2 million and $0.3 million, or 98% and 118%, respectively, compared to the same period of fiscal year 2025. The increase in subscription cost of revenue was primarily due to increased hosting costs for new and existing active accounts for subscriptions and incremental recorder depreciation associated with new subscriptions.
Previous wording
Gross profit for the three months ended March 31, 2026 increased $5.1 million, or 28%, compared to the same period of fiscal year 2025. The increase is primarily due to increased revenue and decreased cost of goods sold per unit for Wearables, as non-variable costs are allocated among a larger number of units.
Current wording
Gross profit for the three and six months ended June 30, 2026 increased $7.3 million and $12.4 million, or 39% and 34%, respectively, compared to the same period of fiscal year 2025. The increase is primarily due to increased revenue and decreased cost of goods sold due to cost reduction strategies and tariff refunds.
Previous wording
Research and development expenses for the increased $1.9 million, or 45%, for the three months ended March 31, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase of $1.7 million in personnel and related expenses directly associated with an increase in headcount.
Current wording
Research and development expenses increased $1.9 million, or 39%, for the three months ended June 30, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase of $1.5 million in personnel and related expenses directly associated with an increase in headcount.
Previous wording
Sales and marketing expenses increased $4.4 million, or 24%, for the three months ended March 31, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase in personnel and related expenses directly associated with an increase in headcount.
Current wording
Sales and marketing expenses increased $7.0 million, or 40%, for the three months ended June 30, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase in personnel and related expenses directly associated with an increase in headcount.
Previous wording
General and administrative expenses increased $5.4 million, or 54%, for the three months ended March 31, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase of $0.6 million in personnel and related expenses directly associated with an increase in headcount, as well as an increase in professional services of $4.8 million driven by legal costs associated with intellectual property enforcement activities, including a patent infringement suit initiated in July 2025.
Current wording
General and administrative expenses increased $3.4 million, or 30%, for the three months ended June 30, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase of $1.4 million in personnel and related expenses directly associated with an increase in headcount, as well as an increase in professional services of $2.0 million driven by legal costs associated with intellectual property enforcement activities, including a patent infringement suit initiated in July 2025.
Previous wording
Interest and other income, net decreased $0.4 million for the three months ended March 31, 2026, compared to the same period for fiscal year 2025. The decrease in interest income was primarily due to lower balances of cash equivalents and marketable securities, compared to the same period of the prior year.
Current wording
Interest and other income, net decreased $0.6 million, or 46% for the three months ended June 30, 2026, compared to the same period for fiscal year 2025. The decrease in interest income was primarily due to lower balances of cash equivalents and marketable securities, compared to the same period of the prior year.
Previous wording
Net cash used in operating activities during the three months ended March 31, 2026, consisted primarily of our net loss of $19.7 million, offset by non-cash charges of stock-based compensation of $3.7 million, amortization premiums on marketable securities of $0.6 million, and depreciation and amortization of $0.2 million. Additionally, we had a net decrease in operating liabilities of $2.8 million. Net operating liabilities decreased primarily due to timing of payments.
Current wording
Net cash used in operating activities during the six months ended June 30, 2026, consisted primarily of our net loss of $39.0 million and net amortization premiums on marketable securities of $1.3 million, offset by non-cash charges of stock-based compensation of $9.7 million and depreciation and amortization of $0.5 million. Additionally we had a net increase in operating assets of $0.5 million and a net decrease in operating liabilities of $1.8 million. Net operating assets increased and net operating liabilities decreased primarily due to timing of payments.
Previous wording
Net cash used in operating activities during the three months ended March 31, 2025, consisted primarily of our net loss of $12.8 million, offset by non-cash charges of stock-based compensation of $2.3 million, and depreciation and amortization of $0.3 million. Additionally we had a net increase in operating assets of $0.1 million and a net decrease in operating liabilities of $1.3 million. Net operating assets increased due to increases in accounts receivable and contract costs due to the overall increase in sales in the three months ended March 31, 2025. Net operating liabilities decreased primarily due to timing of payments.
Current wording
Net cash used in operating activities during the six months ended June 30, 2025, consisted primarily of our net loss of $26.4 million, offset by non-cash charges of stock-based compensation of $5.5 million, and depreciation and amortization of $0.7 million. Additionally we had a net decrease in operating assets of $0.2 million and a net increase in operating liabilities of $1.4 million. Net operating assets decreased due to decreases in prepaid expenses and inventory due to lower inventory purchases in the six months ended June 30, 2025. Net operating liabilities increased primarily due to timing of payments.
Previous wording
Net cash provided by investing activities during the three months ended March 31, 2026 was $22.4 million, and consisted of maturities of marketable securities, offset by purchases of marketable securities, equipment, and recorders provided to customers.
Current wording
Net cash provided by investing activities during the six months ended June 30, 2026 was $21.8 million, and consisted of maturities of marketable securities, offset by purchases of marketable securities, equipment, and recorders provided to customers.
Previous wording
Net cash used in investing activities during the three months ended March 31, 2025 was $29.6 million, and consisted of purchases of marketable securities, equipment, and recorders provided to customers.
Current wording
Net cash used in investing activities during the six months ended June 30, 2025 was $137.3 million, and consisted of purchases of marketable securities, equipment, and recorders provided to customers.
Previous wording
Net cash provided by financing activities during the three months ended March 31, 2026, consisted of proceeds from the exercise of options and purchase of shares in accordance with our ESPP.
Current wording
Net cash provided by financing activities during the six months ended June 30, 2026, consisted of proceeds from the exercise of options and purchase of shares in accordance with our ESPP.
Previous wording
Net cash provided by financing activities during the three months ended March 31, 2025, consisted of proceeds from the exercise of options, offset by debt issuance costs.
Current wording
Net cash provided in financing activities during the six months ended June 30, 2025, consisted of proceeds from the exercise of options, and offset by debt issuance costs.
Previous wording
As of March 31, 2026, our principal sources of liquidity consisted of $141.2 million of cash, cash equivalents, and marketable securities and $20.0 million of term loans.
Current wording
As of June 30, 2026, our principal sources of liquidity consisted of $129.3 million of cash, cash equivalents, and marketable securities and $20.0 million of term loans.
Previous wording
On February 6, 2024, we entered into the VLSA with SVB and Horizon. The VLSA provides a term loan commitment of $50.0 million. We drew $20.0 million of the $50.0 million term loan commitment at closing (consisting of $6.0 million from SVB and $14.0 million from Horizon), which was used to retire our existing debt with Horizon, pay transaction fees, and for general corporate purposes. The remaining $30.0 million term loan commitment consists of three tranches of $10.0 million commitments. The maturity date of VLSA is March 1, 2029.
Current wording
On February 6, 2024, we entered into the VLSA with SVB and Horizon. The VLSA provides a term loan commitment of $50.0 million. We drew $20.0 million of the $50.0 million term loan commitment at closing (consisting of $6.0 million from SVB and $14.0 million from Horizon), which was used to retire our existing debt with Horizon, pay transaction fees, and for general corporate purposes. The remaining $30.0 million term loan commitment consists of three tranches of $10.0 million commitments. The first $10.0 million tranche expired on June 30, 2026 and no amount was drawn. The maturity date of VLSA is March 1, 2029.
Previous wording
Debt— Principal payments required on long-term debt outstanding at March 31, 2026, was $20.0 million. Please refer to the section titled “Liquidity” in Note 1 for a discussion of changes in commitments.
Current wording
Debt— Principal payments required on long-term debt outstanding at June 30, 2026, was $20.0 million. Subsequent to June 30, 2026, we entered into the Credit Agreement, which provides for (i) a term loan facility, consisting of a $30.0 million commitment and an additional $25.0 million of uncommitted capital that may be available at the Lender's discretion, and (ii) a revolving loan facility in an aggregate principal amount of up to $20.0 million, which may be increased to up to $30.0 million at the Company's discretion upon satisfaction of certain conditions set forth therein, and materially increased our borrowing capacity and secured indebtedness; see Note 14, “Subsequent Events.”
Previous wording
Operating leases — As of March 31, 2026, estimated contractual obligations for operating lease payments were $2.4 million due within 22 months.
Current wording
Operating leases — As of June 30, 2026, estimated contractual obligations for operating lease payments were $2.0 million due within 19 months.
Previous wording
Information about our significant accounting policies and how estimates are involved in the preparation of our financial statements are described in our Annual Report on Form 10-K filed with the SEC on February 24, 2026. There have been no material changes to our significant accounting policies and estimates during the three months ended March 31, 2026.
Current wording
Information about our significant accounting policies and how estimates are involved in the preparation of our financial statements are described in our Annual Report on Form 10-K filed with the SEC on February 24, 2026. There have been no material changes to our significant accounting policies and estimates during the six months ended June 30, 2026.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
General and administrative expenses increased $8.8 million, or 41%, for the six months ended June 30, 2026, compared to the same period of fiscal year 2025. The increase was primarily due to an increase of $2.0 million in personnel and related expenses directly associated with an increase in headcount, as well as an increase in professional services of $6.8 million driven by legal costs associated with intellectual property enforcement activities, including a patent infringement suit initiated in July 2025.
Current report — wording carried from elsewhere
Interest and other income, net decreased $1.0 million, or 37% for the six months ended June 30, 2026, compared to the same period for fiscal year 2025. The decrease in interest income was primarily due to lower balances of cash equivalents and marketable securities, compared to the same period of the prior year.