Vinci Compass (VINP) CFO logs 9,720-share Rule 10b5-1 sale, keeps large stake

Rhea-AI Filing Summary

Vinci Compass Investments Ltd. Chief Financial Officer Sergio Passos Ribeiro reported open‑market sales of a total of 9,720 Class A common shares associated with entities he controls. The transactions were executed under a pre‑arranged Rule 10b5‑1 trading plan adopted on December 15, 2025.

On Class A shares held indirectly through SPR Capital Ltd., 5,673 shares were sold on one day at a weighted average price of $9.72 per share, in multiple trades between $9.71 and $9.97. A further 4,047 shares were sold the next day at a weighted average price of $9.79 per share, in trades between $9.63 and $10.09.

After these sales, Ribeiro’s reported indirect holdings include 250,776 Class A shares through SPR Capital Ltd. and 465,967 Class A shares through SPR Opportunity Investments, plus 4,485 Class A shares held directly in his own name.

Insights

Equity compensation and insider-trading analyst

CFO’s pre‑planned sales are modest relative to his remaining stake.

Vinci Compass Investments Ltd. CFO Sergio Passos Ribeiro reported selling 9,720 Class A shares in open‑market transactions through SPR Capital Ltd. These trades used a Rule 10b5‑1 trading plan, indicating they were scheduled in advance rather than timed discretionarily.

The reported weighted average prices were $9.72 and $9.79 per share, with executions across narrow intraday ranges. Following the sales, Ribeiro still reports holding hundreds of thousands of Class A shares indirectly, plus a smaller direct position, so the disposals represent only a limited portion of his total exposure.

Because the transactions were both relatively small compared with his remaining holdings and executed under a 10b5‑1 plan, they read as routine portfolio and liquidity management rather than a strong signal about Vinci Compass Investments Ltd.’s outlook.

Insider Trade Summary 10b5-1

Net Seller: 9,720 shares ($94,762)

Net Sell 4 txns

Insider Ribeiro Sergio Passos

Role Chief Financial Officer

Sold 9,720 shs ($95K)

Type	Security	Shares	Price	Value
Sale	Class A Common Shares	4,047	$9.79	$40K
Sale	Class A Common Shares	5,673	$9.72	$55K
holding	Class A Common Shares	--	--	--
holding	Class A Common Shares	--	--	--

Holdings After Transaction: Class A Common Shares — 250,776 shares (Indirect, By: SPR Capital Ltd.); Class A Common Shares — 4,485 shares (Direct, null)

Footnotes (1)

1. The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 15, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.63 to $10.09, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.71 to $9.97, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.

Key Figures

Total shares sold: 9,720 shares Weighted avg price (first sale): $9.72/share Price range (first sale): $9.71–$9.97 +5 more

8 metrics

Total shares sold 9,720 shares Open-market Class A share sales reported in Form 4

Weighted avg price (first sale) $9.72/share 5,673 Class A shares sold in multiple trades

Price range (first sale) $9.71–$9.97 Multiple transactions on Class A shares

Weighted avg price (second sale) $9.79/share 4,047 Class A shares sold in multiple trades

Price range (second sale) $9.63–$10.09 Multiple transactions on Class A shares

Indirect holding via SPR Capital Ltd. 250,776 shares Class A shares following reported sales

Indirect holding via SPR Opportunity Investments 465,967 shares Class A shares as of latest reported date

Direct holding 4,485 shares Class A shares held directly by CFO

Key Terms

Rule 10b5-1 trading plan, weighted average price, open-market sale, indirect ownership

4 terms

Rule 10b5-1 trading plan regulatory

"The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The price reported is a weighted average price. These shares were sold in multiple transactions"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

open-market sale financial

"transaction_action: open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

indirect ownership financial

"direct_or_indirect: I, nature_of_ownership: By: SPR Capital Ltd."

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Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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

X

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^*

Ribeiro Sergio Passos

(Last) (First) (Middle)

AV. BARTOLOMEU MITRE, 336

(Street)

LEBLON - RIO DE JANEIRO 22431-002

(City) (State) (Zip)

BRAZIL

(Country)

2. Issuer Name and Ticker or Trading Symbol
Vinci Compass Investments Ltd. [ VINP ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

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

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

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

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
Class A Common Shares								4,485	D
Class A Common Shares	06/03/2026		S(1)		5,673	D	$9.72(2)	254,823	I	By: SPR Capital Ltd.
Class A Common Shares	06/04/2026		S(1)		4,047	D	$9.79(3)	250,776	I	By: SPR Capital Ltd.
Class A Common Shares								465,967	I	By: SPR Opportunity Investments

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

Explanation of Responses:

1. The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 15, 2025.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.63 to $10.09, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.71 to $9.97, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.

	/s/ Julya Sotto Mayor Wellisch, as Attorney-in-Fact for Sergio Passos Ribeiro	06/05/2026
	** 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 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

How many Vinci Compass (VINP) shares did the CFO sell in this Form 4?

The CFO’s affiliated entity sold a total of 9,720 Class A common shares. These were executed as two open‑market sales, one of 5,673 shares and another of 4,047 shares, at weighted average prices near $9.72 and $9.79 per share, respectively.

At what prices were Vinci Compass (VINP) shares sold in the CFO’s reported transactions?

The reported weighted average sale prices were $9.72 and $9.79 per Class A share. The trades occurred in multiple lots, with price ranges from $9.63 to $10.09 and from $9.71 to $9.97, as disclosed in the Form 4 footnotes.

Were the Vinci Compass (VINP) CFO’s share sales made under a Rule 10b5-1 plan?

Yes. The Form 4 states the sale was effected under a Rule 10b5‑1 trading plan adopted on December 15, 2025. Such plans pre‑schedule trades, which means the timing of these sales reflects a prior arrangement rather than a new, discretionary decision.

How many Vinci Compass (VINP) shares does the CFO report holding after these transactions?

After the transactions, the CFO reports 250,776 Class A shares indirectly through SPR Capital Ltd., 465,967 shares indirectly through SPR Opportunity Investments, and 4,485 shares held directly. These figures show the position he continues to own following the reported sales.

Are the Vinci Compass (VINP) shares in this Form 4 held directly by the CFO or through entities?

Most reported holdings are indirect, held through SPR Capital Ltd. and SPR Opportunity Investments. The Form 4 also shows a smaller direct holding of 4,485 Class A shares in the CFO’s own name, distinguishing between his personal and entity‑level ownership.

What type of transaction did the Vinci Compass (VINP) CFO report in this Form 4?

The Form 4 reports open‑market sales of Class A common shares, coded as “S” transactions. These are standard stock market disposals, not option exercises, gifts, or tax withholdings, and they were executed pursuant to the CFO’s Rule 10b5‑1 trading plan.