Cormorant Asset Management, LP - Jan 11, 2022 Form 4 Insider Report for Vigil Neuroscience, Inc. (VIGL)

Role
Former 10% Owner
Signature
/s/ CORMORANT ASSET MANAGEMENT, LP By: Cormorant Asset Management GP, LLC, its General Partner, By: Bihua Chen, Managing Member
Stock symbol
VIGL
Transactions as of
Jan 11, 2022
Transactions value $
$0
Form type
4
Date filed
1/13/2022, 03:06 PM
Previous filing
Jan 6, 2022
Next filing
Mar 13, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VIGL Common Stock Conversion of derivative security +617K 617K Jan 11, 2022 See Footnotes F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VIGL Series B Convertible Preferred Stock Conversion of derivative security -617K -100% 0 Jan 11, 2022 Common Stock 617K See Footnotes F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Cormorant Asset Management, LP is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Shares of Series B Convertible Preferred Stock were convertible at any time at the holder's election, without payment of additional consideration. Such shares had no expiration date but converted into Common Stock automatically upon the closing of the Issuer's initial public offering.
F2 Shares reported herein are held by Cormorant Global Healthcare Master Fund, LP (the "Master Fund") and Cormorant Private Healthcare Fund IV, LP ("Fund IV"). Cormorant Asset Management, LP ("Cormorant") serves as the investment manager of the Master Fund and Fund IV. Bihua Chen serves as manager of the general partner of Cormorant. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its or her pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any such shares for purposes of Section 16(a) of the Securities Exchange Act of 1934 or for any other purpose.
F3 Represents (i) 11,163 shares held by the Master Fund and (ii) 605,623 shares held by Fund IV.
F4 The Series B Convertible Preferred Stock represented, on an as-converted basis, (i) 11,163 shares held by the Master Fund and (ii) 605,623 shares held by Fund IV.