Vigil Neuroscience Inc 2025年季度报告

(Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the quarterly period endedMarch 31,2025OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period from ___________________ to ___________________Commission File Number001-41200 VIGIL NEUROSCIENCE, INC. (Exact name of Registrant as specified in its Charter) 85-1880494(I.R.S. EmployerIdentification No.) Delaware(State or other jurisdiction ofincorporation or organization) 100 Forge Road,Suite 700Watertown,MA(Address of principal executive offices) Registrant’s telephone number, including area code: (857)254-4445 Securities registered pursuant to Section 12(b) of the Act: Title of each classTradingSymbol(s)Name of each exchange on which registeredCommon Stock, par value $0.0001 per shareVIGLThe Nasdaq Global Select Market Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒ Accelerated filer☐Smaller reportingcompany☒Emerging growthcompany☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒The number of shares of Registrant’s Common Stock outstanding as of April 30, 2025 was46,671,534, par value $0.0001 pershare. Table of Contents PART IFINANCIAL INFORMATION Item 1.Financial Statements (Unaudited)Condensed Consolidated Balance SheetsCondensed Consolidated Statements of Operations and Comprehensive LossCondensed Consolidated Statements of Stockholders' EquityCondensed Consolidated Statements of Cash FlowsNotes to Condensed Consolidated Financial StatementsItem 2.Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3.Quantitative and Qualitative Disclosures About Market RiskItem 4.Controls and Procedures PART IIOTHER INFORMATION Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 3.Defaults Upon Senior SecuritiesItem 4.Mine Safety DisclosuresItem 5.Other InformationItem 6.ExhibitsSignatures SUMMARY RISK FACTORS We are subject to numerous risks and uncertainties, including those further described below in the section entitled “RiskFactors” in this Quarterly Report on Form 10-Q, that represent challenges that we face in connection with the successfulimplementation of our strategy and the growth of our business. In particular, the following considerations, among others, mayoffset our competitive strengths or have a negative effect on our business strategy, which could materially adversely affect ourbusiness, financial conditions, results of operations, future growth prospects, or cause a decline in the price of our common stock: •We have a limited operating history, have incurred significant operating losses since our inception and expect to incursignificant losses for the foreseeable future. We may never generate any revenue or become profitable, and, if weachieve profitability, we may not be able to sustain it.•We will require additional financing to achieve our goals, and a failure to obtain this necessary capital when neededand on acceptable terms, or at all, could force us to delay, limit, reduce or terminate our development programs,commercialization efforts or other operations.•We are early in our development efforts and have never successfully completed any late-stage clinical trials, and if weare unable to identify and advance therapeutic candidates through preclinical studies and clinical trials, obtainmarketing approval and ultimately commercialize them, or experience significant delays in doing so, our business willbe materially harmed.•The results of early preclinical studies are not necessarily predictive of the results o