SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Vida Ventures GP III, L.L.C.

(Last) (First) (Middle)
40 BROAD STREET, SUITE 201

(Street)
BOSTON MA 02109

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/06/2022
3. Issuer Name and Ticker or Trading Symbol
Vigil Neuroscience, Inc. [ VIGL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock (1) (1) Common Stock 3,333,245 (1) I By Vida Ventures III, L.P.(2)
Series B Preferred Stock (1) (1) Common Stock 7,684 (1) I By Vida Ventures III-A, L.P.(3)
1. Name and Address of Reporting Person*
Vida Ventures GP III, L.L.C.

(Last) (First) (Middle)
40 BROAD STREET, SUITE 201

(Street)
BOSTON MA 02109

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vida Ventures III, L.P.

(Last) (First) (Middle)
40 BROAD STREET, SUITE 201

(Street)
BOSTON MA 02109

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vida Ventures III-A, L.P.

(Last) (First) (Middle)
40 BROAD STREET, SUITE 201

(Street)
BOSTON MA 02109

(City) (State) (Zip)
Explanation of Responses:
1. These shares of Series B Preferred Stock are convertible into Common Stock on a one-for-2.7732 basis at the option of the holder, and will automatically convert into the number of shares shown in Column 3 immediately prior to the closing of the Issuer's initial public offering. The Series B Preferred Stock has no expiration date.
2. The shares are held directly by Vida Ventures III, L.P. ("Vida III"). Vida Ventures GP III, L.L.C.("Vida III GP") is the general partner of Vida III. Vida III GP disclaims beneficial ownership of the securities held of record by Vida III, and this report shall not be deemed an admission that they are the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interest therein, if any.
3. The shares are held directly by Vida Ventures III-A, L.P. ("Vida III-A"). Vida III GP is the general partner of Vida III-A. Vida III GP disclaims beneficial ownership of the securities held of record by Vida III-A, and this report shall not be deemed an admission that they are the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their pecuniary interest therein, if any.
Remarks:
VIDA VENTURES GP III, L.L.C., By: /s/ Stefan Vitorovic, its Managing Member 01/06/2022
VIDA VENTURES III, L.P., By: Vida Ventures GP III, L.L.C., its general partner, By: /s/ Stefan Vitorovic, its Managing Member 01/06/2022
VIDA VENTURES III-A, L.P., By: Vida Ventures GP III, L.L.C., its general partner, By: /s/ Stefan Vitorovic, its Managing Member 01/06/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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