Vinci Compass (VINP) CFO sells 7,581 shares via Rule 10b5-1 plan, retains large stake

Rhea-AI Filing Summary

Vinci Compass Investments Ltd. Chief Financial Officer Sergio Passos Ribeiro reported open-market sales of Class A common shares by an affiliated entity. On May 26, 2026, SPR Capital Ltd. sold 5,507 shares at a weighted average price of $9.98 per share. On May 22, 2026, SPR Capital Ltd. sold a further 2,074 shares at a weighted average price of $10.06 per share, both under a Rule 10b5-1 trading plan adopted on December 15, 2025.

After the May 26 sale, SPR Capital Ltd. held 266,652 Class A common shares indirectly for Ribeiro. As of May 22, 2026, he also indirectly held 465,967 shares through SPR Opportunity Investments and directly held 4,485 shares, showing he retains a substantial position in Vinci Compass Investments Ltd. following these transactions.

Insights

Insider trading and governance analyst

CFO’s pre-planned sales are modest relative to remaining Vinci holdings.

The filing shows CFO Sergio Passos Ribeiro executed open-market sales totaling 7,581 Class A shares via SPR Capital Ltd. at weighted average prices near $10. Footnotes state these trades were made under a Rule 10b5-1 trading plan adopted on December 15, 2025, indicating they were pre-scheduled.

Following the sales, SPR Capital Ltd. still held 266,652 shares, while other entries list 465,967 shares held indirectly through SPR Opportunity Investments and 4,485 shares held directly as of May 22, 2026. The reported activity therefore represents a small portion of Ribeiro’s visible stake, and the pre-planned nature reduces the informational weight of the timing.

Insider Trade Summary 10b5-1

Net Seller: 7,581 shares ($75,824)

Net Sell 4 txns

Insider Ribeiro Sergio Passos

Role Chief Financial Officer

Sold 7,581 shs ($76K)

Type	Security	Shares	Price	Value
Sale	Class A Common Shares	5,507	$9.98	$55K
Sale	Class A Common Shares	2,074	$10.06	$21K
holding	Class A Common Shares	--	--	--
holding	Class A Common Shares	--	--	--

Holdings After Transaction: Class A Common Shares — 266,652 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 $9.93 to $10.23, 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 $9.87 to $10.11, 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

Shares sold May 26, 2026: 5,507 shares at $9.98 Shares sold May 22, 2026: 2,074 shares at $10.06 Total shares sold: 7,581 shares +3 more

6 metrics

Shares sold May 26, 2026 5,507 shares at $9.98 Open-market sale by SPR Capital Ltd. for CFO

Shares sold May 22, 2026 2,074 shares at $10.06 Open-market sale by SPR Capital Ltd. for CFO

Total shares sold 7,581 shares Combined open-market sales reported in this Form 4

Indirect holdings via SPR Capital Ltd. 266,652 shares Class A shares held after May 26, 2026 sale

Indirect holdings via SPR Opportunity Investments 465,967 shares Class A shares held as of May 22, 2026

Direct holdings 4,485 shares Direct Class A shares held as of May 22, 2026

Key Terms

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

4 terms

Rule 10b5-1 trading plan financial

"The sale reported ... was effected pursuant to a Rule 10b5-1 trading plan..."

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..."

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."

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)
05/22/2026

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	05/22/2026		S(1)		2,074	D	$10.06(2)	272,159	I	By: SPR Capital Ltd.
Class A Common Shares	05/26/2026		S(1)		5,507	D	$9.98(3)	266,652	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 $9.93 to $10.23, 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 $9.87 to $10.11, 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	05/27/2026
	** 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

What insider transactions did VINP’s CFO report in this Form 4?

VINP’s Chief Financial Officer, Sergio Passos Ribeiro, reported two open-market sales by SPR Capital Ltd. totaling 7,581 Class A common shares at weighted average prices around $10 per share, plus updated holdings for his direct and other indirect positions in Vinci Compass Investments Ltd.

How many VINP shares did the CFO-associated entity SPR Capital Ltd. sell?

SPR Capital Ltd., associated with VINP’s CFO, sold 5,507 Class A shares on May 26, 2026, at $9.98 per share and 2,074 shares on May 22, 2026, at $10.06 per share, for total open-market sales of 7,581 Vinci Compass Investments Ltd. shares.

Were VINP CFO’s recent share sales made under a Rule 10b5-1 plan?

Yes. The Form 4 footnotes state the Vinci Compass Investments Ltd. CFO’s reported sales were executed pursuant to a Rule 10b5-1 trading plan adopted on December 15, 2025. Such plans pre-schedule trades, suggesting the timing reflects prearranged portfolio management rather than discretionary market timing.

What Vinci Compass (VINP) shares does the CFO hold after these transactions?

After the May 26, 2026 sale, SPR Capital Ltd. held 266,652 VINP Class A shares indirectly for the CFO. As of May 22, 2026, he also indirectly held 465,967 shares via SPR Opportunity Investments and directly held 4,485 shares, indicating a sizable remaining ownership position in Vinci Compass Investments Ltd.

What prices did VINP’s CFO receive for the reported share sales?

The Form 4 reports weighted average prices. On May 26, 2026, 5,507 VINP shares sold at $9.98, with individual trades ranging from $9.87 to $10.11. On May 22, 2026, 2,074 shares sold at $10.06, in a range from $9.93 to $10.23, according to the footnotes.