0000950170-24-054705.txt : 20240507
0000950170-24-054705.hdr.sgml : 20240507
20240507170032
ACCESSION NUMBER: 0000950170-24-054705
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240503
FILED AS OF DATE: 20240507
DATE AS OF CHANGE: 20240507
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gray David L. F.
CENTRAL INDEX KEY: 0001966743
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41200
FILM NUMBER: 24922993
MAIL ADDRESS:
STREET 1: VIGIL NEUROSCIENCE, INC.
STREET 2: 100 FORGE ROAD, SUITE 700
CITY: WATERTOWN
STATE: MA
ZIP: 02472
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Vigil Neuroscience, Inc.
CENTRAL INDEX KEY: 0001827087
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 100 FORGE ROAD
STREET 2: SUITE 700
CITY: WATERTOWN
STATE: MA
ZIP: 02472
BUSINESS PHONE: 857-254-4445
MAIL ADDRESS:
STREET 1: 100 FORGE ROAD
STREET 2: SUITE 700
CITY: WATERTOWN
STATE: MA
ZIP: 02472
4
1
ownership.xml
4
X0508
4
2024-05-03
0001827087
Vigil Neuroscience, Inc.
VIGL
0001966743
Gray David L. F.
VIGIL NEUROSCIENCE, INC.
100 FORGE ROAD, SUITE 700
WATERTOWN
MA
02472
false
true
false
false
Chief Science Officer
false
Stock Option Award (Right to Buy)
12.09
2024-05-03
4
D
false
267000
0.00
D
2033-02-27
Common Stock
267000
0
D
Stock Option Award (Right to Buy)
3.03
2024-05-03
4
A
false
267000
0.00
A
2033-02-27
Common Stock
267000
267000
D
On May 3, 2024, pursuant to the terms of the Issuer's 2021 Stock Option and Incentive Plan (the "2021 Plan"), the Issuer's Board of Directors approved a stock option award repricing, effective as of May 3, 2024 (the "Effective Date"). Except for the new exercise price (see footnote 3 below), all of the other terms of the stock option award remain unchanged. This transaction is exempt pursuant to Rule 16b-6(d) and Rule 16b-3 of the Exchange Act, as applicable.
This stock option award was issued pursuant to the 2021 Plan and shall vest and become exercisable as follows: 25% of the shares vested on February 27, 2024 and 1/36th of the remaining shares vested, or shall vest, as applicable, on each monthly anniversary thereafter.
The exercise price of the stock option award is $3.03 per share, representing the fair market value per share of the Issuer's Common Stock on the Effective Date. Under the terms of the stock option award repricing, a repriced stock option award will revert to its original exercise price if exercised during the Retention Period. The "Retention Period" commenced on the Effective Date and ends upon the earliest of (i) the one-year anniversary of the Effective Date, (ii) a Sale Event (as defined in the 2021 Plan), (iii) the termination of the Reporting Person's Service Relationship (as defined in the 2021 Plan) by the Company other than for Cause (as defined in the 2021 Plan) or due to the Reporting Person's death or disability, and (iv) the termination of the Reporting Person's Service Relationship for Good Reason (as defined in the Reporting Person's employment agreement).
/s/ Christopher Verni, as attorney-in-fact
2024-05-07