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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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CeriBell, Inc. (Name of Issuer) |
Common stock, $0.001 par value per share (Title of Class of Securities) |
15678C102 (CUSIP Number) |
12/31/2024 (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)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 15678C102 |
| 1 | Names of Reporting Persons
The Global Value Investment Portfolio Management Pte Ltd | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
SINGAPORE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,368,345.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
6.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13G
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| CUSIP No. | 15678C102 |
| 1 | Names of Reporting Persons
u.life fund | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,350,936.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
6.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13G
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| CUSIP No. | 15678C102 |
| 1 | Names of Reporting Persons
GVIP Ventures SPC-SP3 | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
CAYMAN ISLANDS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
17,409.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
0.05 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13G
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| CUSIP No. | 15678C102 |
| 1 | Names of Reporting Persons
Caroline Kwong | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
SINGAPORE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
2,368,345.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
6.6 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
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| 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:
Each of the following is hereinafter individually referred to as a "Reporting Person" and collectively as the "Reporting Persons." This statement is filed on behalf of:
The Global Value Investment Portfolio Management Pte Ltd
u.life fund
GVIP Ventures SPC-SP3
Caroline Kwong | |
| (b) | Address or principal business office or, if none, residence:
The address of each of the Reporting Persons is c/o The Global Value Investment Portfolio Management Pte Ltd, Level 19, Singapore Land Tower, 50 Raffles Place, Singapore 048623. | |
| (c) | Citizenship:
The Global Value Investment Portfolio Management Pte Ltd is a Singapore registered Licensed Fund Management Company monitored by the Monetary Authority of Singapore. u.life fund is registered as a Cayman Islands exempted company. GVIP Ventures SPC - SP3 is registered as a Cayman Islands exempted company. Caroline Kwong is a citizen of Singapore. | |
| (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);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (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);
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| (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).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
The information contained on the cover pages to this Schedule 13G is incorporated by reference into this Item 4. The ownership information presented herein represents beneficial ownership of common stock (the "Common Stock") as of December 31, 2024, based upon 35,824,244 shares of Common Stock outstanding as of November 11, 2024, as disclosed in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 12, 2024. The securities reported herein consist of (i) 2,350,936 shares of Common Stock held by u.life fund and (ii) 17,409 shares of Common Stock held by GVIP Ventures SPC-SP3. The Global Value Investment Portfolio Management Pte Ltd has voting control over u.life fund and GVIP Ventures SPC-SP3. Caroline Kwong is the Managing Director of The Global Value Investment Portfolio Management Pte Ltd. As a result of these relationships, each of The Global Value Investment Portfolio Management Pte Ltd and Ms. Kwong may be deemed to share beneficial ownership of the securities reported herein. | |
| (b) | Percent of class:
See Item 11 of each of the cover pages hereto. %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See Item 5 of each of the cover pages hereto. | ||
| (ii) Shared power to vote or to direct the vote:
See Item 6 of each of the cover pages hereto. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See Item 7 of each of the cover pages hereto. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See Item 8 of each of the cover pages hereto. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| 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.
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Comments accompanying signature: Joint Filing Agreement (filed herewith).
Exhibit 99
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13G. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing Agreement as of the 20th day of February, 2025.
The Global Value Investment Portfolio Management Pte Ltd
By: /s/ Caroline Kwong
Name: Caroline Kwong
Title: Managing Director
u.life fund
By: The Global Value Investment Portfolio Management Pte Ltd
By: /s/ Caroline Kwong
Name: Caroline Kwong
Title: Managing Director
GVIP Ventures SPC-SP3
By: The Global Value Investment Portfolio Management Pte Ltd
By: /s/ Caroline Kwong
Name: Caroline Kwong
Title: Managing Director
Caroline Kwong
/s/ Caroline Kwong
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