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SERA PROGNOSTICS INC

For the period ended Dec 31, 2023. Filed Mar 20, 2024.

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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.

FY2023 · Filed Mar 20, 2024

SERA$2.190.0%Stored close · as of Nov 9, 2026

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Item 9B. Other Information

Rule 10b5-1 Trading Arrangements

On December 15, 2023, John J. Boniface, Ph.D., our Chief Scientific Officer, adopted a Rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of 120,737 shares.

None of the other officers (as defined in Section 16 of the Securities Exchange Act of 1934, as amended) and directors adopted or terminated any contract, instruction, or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K.

Equity Award Modifications

As previously reported, effective June 8, 2023, Zhenya Lindgardt, a member of the Board, was appointed as the interim Chief Executive Officer of the Company, concurrently with the retirement of Gregory C. Critchfield, M.D., M.S., former President and Chief Executive Officer of the Company and former Chairman of the Board. On November 6, 2023, Ms. Lindgardt was granted 800,000 restricted stock units, to vest in equal quarterly installments over four years, beginning on February 6, 2024, subject to Ms. Lindgardt’s continued employment with the Company on the relevant vesting date (the “2023 Lindgardt RSUs”).

On March 15, 2024, the Board approved the acceleration of the vesting of 100,000 of the 2023 Lindgardt RSUs, effective as of March 23, 2024, to better align the vesting of the 2023 Lindgardt RSUs with the commencement of Ms. Lindgardt’s services as interim Chief Executive Officer. The remaining unvested 2023 Lindgardt RSUs will continue to vest in 13 quarterly installments beginning on June 8, 2024.

Also, as previously reported, effective June 7, 2023, Austin Aerts, the Company’s former Vice President of Finance and Corporate Controller, was appointed as the interim Chief Financial Officer of the Company, concurrently with the resignation of Jay Moyes, former Treasurer and Chief Financial Officer of the Company. On November 6, 2023, Mr. Aerts was granted 210,000 restricted stock units, to vest in equal quarterly installments over four years, beginning on February 6, 2024, subject to Mr. Aerts’s continued employment with the Company on the relevant vesting date (the “2023 Aerts RSUs”).

On March 15, 2024, the Board approved the acceleration of the vesting of 26,250 of the 2023 Aerts RSUs effective as of March 22, 2024, to better align the vesting of the 2023 Aerts RSUs with the commencement of Mr. Aerts’s services as interim Chief Financial Officer. The remaining unvested 2023 Aerts RSUs will continue to vest in 13 quarterly installments beginning on June 7, 2024.

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