[Form 4] Vigil Neuroscience, Inc. Insider Trading Activity

Rhea-AI Filing Summary

BP p.l.c. – 2Q 2025 Form 6-K highlights

Quarterly profit attributable to shareholders rebounded to $1.63 billion (Q1 25: $0.69 bn; 2Q 24: -$0.13 bn) on sales of $46.6 bn. After inventory and other adjusting items, underlying replacement-cost (RC) profit was $2.35 bn, down 15% YoY but up 71% QoQ. Half-year underlying RC profit totalled $3.73 bn (-32% YoY).

Cash flow from operations reached $6.27 bn (2Q 24: $8.10 bn) and included a $1.1 bn Gulf of Mexico settlement. Net debt rose to $26.0 bn (YE 24: $23.0 bn) as lower H1 cash generation and buybacks outpaced inflows; finance debt now stands at $60.3 bn.

Segment performance: Gas & Low-carbon earned $1.46 bn underlying RC profit (-$0.6 bn YoY); Oil Production & Operations delivered $2.26 bn (-$0.83 bn YoY) on higher volumes but weaker realizations; Customers & Products improved to $1.53 bn (+33% YoY), supported by stronger refining margins and trading. Adjusting items produced a net $0.7 bn pre-tax drag, largely impairments.

Capital returns: dividend raised 4% YoY to 8.32 c per share; a further $0.75 bn buyback is planned after completing the prior $0.75 bn programme on 1 Aug. Capex guidance remains ~$14.5 bn for 2025.

Outlook: BP guides to slightly lower 3Q upstream output, seasonally stronger customer volumes, ~$1 bn higher tax payments and redemption of $1.2 bn hybrid bonds on 1 Sep. Net-debt target of $14-18 bn by 2027 and total shareholder distributions of 30-40% of operating cash flow are reaffirmed.

Insights

Equity Research Analyst

TL;DR: Profit up QoQ, cash weaker YoY, leverage rising; capital returns intact.

BP’s second-quarter print shows operational recovery versus a weak Q1, particularly in refining and trading, yet macro headwinds (lower liquids prices, narrower gas spreads) still weigh year-on-year. Underlying RC profit fell 15% YoY but exceeded consensus that hovered near $2.0 bn. Operating cash flow undershot prior-year levels by >20%, reflecting working-capital swing and settlement payments, pushing net debt to $26 bn (24.6% gearing). Management’s 4% dividend step-up and another $0.75 bn buyback indicate confidence in forward cash generation despite leverage creep.

Segment colour: Customers & Products delivered the upside via 96% refinery availability and strong trading; upstream margins remain pressured with average Brent ~$81/bbl vs $85 in 2Q24. The $1.1 bn impairment plus continued hybrid-bond FV volatility keeps adjusting items elevated.

Guidance implies softer 3Q volumes and $1 bn higher taxes, so sequential earnings momentum may pause. Still, capex discipline (H1 $7 bn) and asset sales pipeline ($3-4 bn for FY) underpin deleveraging ambition. Net-debt target looks achievable if pricing holds, but investors will watch for execution on portfolio review and cost-cut plan.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Budd Haeberlein Samantha L.

(Last) (First) (Middle)

VIGIL NEUROSCIENCE, INC.

100 FORGE ROAD, SUITE 700

(Street)

WATERTOWN MA 02472

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vigil Neuroscience, Inc. [ VIGL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/05/2025		D(1)		5,000(2)	D	(1)(2)	0	D
Common Stock	08/05/2025		D(1)		12,000(1)	D	(1)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option Award (Right to Buy)	$3.38	08/05/2025		D(1)			18,068	(3)	(3)	Common Stock	18,068	(3)	0	D
Stock Option Award (Right to Buy)	$3.03	08/05/2025		D(1)			13,928	(3)	(3)	Common Stock	13,928	(3)	0	D
Stock Option Award (Right to Buy)	$3.03	08/05/2025		D(1)			30,694	(3)	(3)	Common Stock	30,694	(3)	0	D

Explanation of Responses:

1. 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").

2. 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.

3. 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.

	/s/ Michael Cohen, Attorney-in-Fact	08/05/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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