Bruce Booth - 05 Aug 2025 Form 4 Insider Report for Vigil Neuroscience, Inc. (VIGL)

Reporting relationship: Director
Issuer ticker: VIGL
Reported as of: 05 Aug 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 05 Aug 2025, 09:48:55 UTC
Prior SEC filing: 26 Jun 2025
Next SEC filing: 01 Oct 2025
Source filing: View source filing
Reporting owner signature: /s/ Ommer Chohan, Attorney-in-Fact

Key filing fact

Bruce Booth filed Form 4 for Vigil Neuroscience, Inc. (VIGL) on 05 Aug 2025.

Key facts

This page summarizes Bruce Booth's Form 4 filing for Vigil Neuroscience, Inc. (VIGL).
10 reported transactions and 7 derivative rows are listed below.
Accepted by SEC: 05 Aug 2025, 09:48.

Change

Previous filing in this sequence was filed on 26 Jun 2025.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001451612 Primary reporting owner

Booth Bruce

Relationship: Director
Address: VIGIL NEUROSCIENCE, INC., 100 FORGE ROAD, SUITE 700, WATERTOWN
Signature: /s/ Ommer Chohan, Attorney-in-Fact
Signature date: 05 Aug 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

VIGL transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -5,000
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: Direct
Footnotes: F1, F2, F3

VIGL transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -4,808,896
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: By Atlas Venture Fund XII, L.P.
Footnotes: F1, F4

VIGL transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -1,027,978
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: By Atlas Venture Opportunity Fund I, L.P.
Footnotes: F1, F5

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

VIGL transaction Derivative

Stock Option Award (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -7,577
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 7,577
Exercise price: $3.03
Footnotes: F1, F3, F5, F6

VIGL transaction Derivative

Stock Option Award (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -12,155
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 12,155
Exercise price: $3.03
Footnotes: F1, F3, F5, F6

VIGL transaction Derivative

Stock Option Award (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -9,713
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 9,713
Exercise price: $3.03
Footnotes: F1, F3, F5, F6

VIGL transaction Derivative

Stock Option Award (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -13,928
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 13,928
Exercise price: $3.03
Footnotes: F1, F3, F5, F6

VIGL transaction Derivative

Stock Option Award (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -34,612
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 34,612
Exercise price: $3.39
Footnotes: F1, F3, F5, F6

VIGL transaction Derivative

Stock Option Award (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -18,068
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 18,068
Exercise price: $3.38
Footnotes: F1, F3, F5, F6

VIGL transaction Derivative

Stock Option Award (Right to Buy)

Disposed to Issuer

Transaction value
Shares: -48,393
Change %: -100%
Price
Shares after: 0
Date: 05 Aug 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 48,393
Exercise price: $2.19
Footnotes: F1, F3, F5, F6

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Bruce Booth is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 6 footnotes

Footnote F1

This Form 4 reports securities disposed pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among the Issuer, Sanofi ("Parent"), and Vesper Acquisition Sub Inc., a wholly owned subsidiary of Parent ("Merger Sub"). Pursuant to the terms of the Merger Agreement, on August 5, 2025 (the "Effective Time"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation in the Merger and as a wholly owned subsidiary of Parent. At the Effective Time, each share of Issuer Common Stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive (i) $8.00 per share of Common Stock in cash, without interest (the "Closing Amount") plus (ii) one contingent value right ("CVR"), representing the right to receive $2.00 payable in cash, conditioned upon satisfaction of a certain clinical milestone (together with the Closing Amount, the "Merger Consideration").

Footnote F2

Represents Restricted Stock Units ("RSUs"), each of which represented the contingent right to receive one share of the Common Stock. Pursuant to the terms of the Merger Agreement, at the Effective Time, each RSU that is outstanding as of immediately prior to the Effective Time, to the extent unvested, was accelerated and became fully vested, and was cancelled and converted into the right to receive (i) an amount, without interest, equal to the product of (a) the total number of shares subject to such RSU immediately prior to the Effective Time, multiplied by (b) the Closing Amount and (ii) one CVR for each share subject to such RSU.

Footnote F3

The Reporting Person is a member of Atlas Venture Associates XII, LLC and is obligated to transfer the economic benefit, if any, received upon the sale of the shares issuable upon settlement of this award to Atlas Venture Life Science Advisors, LLC. As such, the Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of his pecuniary interest therein, if any.

Footnote F4

These shares are held directly by Atlas Venture Fund XII, L.P. ("Atlas Venture Fund XII"). The general partner of Atlas Venture Fund XII is Atlas Venture Associates XII, L.P. ("AVA XII LP"). Atlas Venture Associates XII, LLC ("AVA XII LLC") is the general partner of AVA XII LP. The Reporting Person is a member of AVA XII LLC and disclaims beneficial ownership of such securities held by Atlas Venture Fund XII, except to the extent of his pecuniary interest therein, if any.

Footnote F5

The shares are held directly by Atlas Venture Opportunity Fund I, L.P. ("Atlas Venture Opportunity Fund I"). The general partner of Atlas Venture Opportunity Fund I is Atlas Venture Associates Opportunity I, L.P. ("AVAO I LP"). Atlas Venture Associates Opportunity I, LLC ("AVAO I LLC") is the general partner of AVAO I LP. The Reporting Person is a member of AVAO I LLC and disclaims beneficial ownership of such securities held by Atlas Venture Opportunity Fund I, except to the extent of his pecuniary interest therein, if any.

Footnote F6

Pursuant to the terms of the Merger Agreement, at the Effective Time, each stock option that was outstanding as of immediately prior to the Effective Time, to the extent unvested, was accelerated and became fully vested. Each stock option having an exercise price per share that was less than the Closing Amount was cancelled and converted into the right to receive (i) an amount, without interest, equal to the product of (a) the total number of shares subject to such option immediately prior to the Effective Time, multiplied by (b) the excess of (1) the Closing Amount over (2) the exercise price per share under such option and (ii) one CVR for each share subject to such option.