[144] Roivant Sciences Ltd. SEC Filing

Rhea-AI Filing Summary

Roivant Sciences Ltd. (ROIV) filing a Form 144 notifies an intended sale of 683,818 common shares via Morgan Stanley Smith Barney on 09/19/2025, with an aggregate market value reported as $10,220,412.21. The shares were acquired and paid for on 09/19/2025 through a stock option exercise with cash payment. The filer also reported three prior open-market sales by Eric Venker totaling 300,000 shares during June–August 2025 for combined gross proceeds of $3,452,000.00. The notice includes the standard representation that the seller is unaware of undisclosed material adverse information.

Positive

• Regulatory compliance: Filing properly discloses proposed insider sale under Rule 144 through a major broker.
• Transparency on acquisition: Shares were acquired by stock option exercise with cash payment on the same date, clarifying provenance.

Negative

• Insider selling of scale: Proposed sale of 683,818 shares (~$10.22M) and prior sales of 300,000 shares in three months could be viewed negatively by some investors.
• Concentration of sales by one individual: Multiple recent dispositions by Eric Venker may raise questions about insider liquidity needs.

Insights

Securities Analyst

TL;DR: Significant insider sales disclosed; filing documents a planned block sale and recent routine disposals.

The Form 144 shows a proposed single-day block sale of 683,818 shares valued at about $10.2 million, following three earlier monthly disposals of 100,000 shares each by the same individual. This is a clear disclosure of insider liquidity events rather than an operational update. The transactions were executed through a major broker and include a contemporaneous stock option exercise and cash payment, indicating the shares were newly acquired and immediately made available for sale under Rule 144.

Corporate Governance Expert

TL;DR: Routine compliance disclosure of insider sale; notable for size but carries no direct operational implication in the filing.

The filing meets disclosure requirements for proposed insider sales and affirms the signer does not possess undisclosed material adverse information. From a governance perspective, the pattern of periodic sales plus a larger planned sale should be monitored for surface-level signaling, but the filing itself contains no allegations, amendments, or governance actions. All relevant mechanics—broker, acquisition method (option exercise), and cash payment—are included, supporting procedural compliance.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	683818	10220412.21	682881743	09/19/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/19/2025	Stock Option Exercise	Issuer			683818	09/19/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
ERIC VENKER 7th Floor 50 Broadway London X0 SW1H 0DB	Common	08/20/2025	100000	1172000.00
ERIC VENKER 7th Floor 50 Broadway London X0 SW1H 0DB	Common	07/21/2025	100000	1152000.00
ERIC VENKER 7th Floor 50 Broadway London X0 SW1H 0DB	Common	06/20/2025	100000	1145000.00

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the ROIV Form 144 disclose?

It discloses a proposed sale of 683,818 common shares on 09/19/2025 with aggregate market value $10,220,412.21, acquired by stock option exercise and paid in cash.

Who is selling ROIV shares and how many were sold recently?

The filing identifies Eric Venker as having sold 100,000 shares on each of 06/20/2025, 07/21/2025, and 08/20/2025 (total 300,000 shares), with combined gross proceeds of $3,452,000.00.

Through which broker will the ROIV sale be executed?

The planned sale is to be executed through Morgan Stanley Smith Barney LLC Executive Financial Services on the NASDAQ exchange.

How were the shares being sold acquired?

The shares were acquired on 09/19/2025 via a stock option exercise from the issuer, with payment in cash.

Does the filing state undisclosed material information?

The signer represents by signature that they do not know any material adverse information about the issuer that has not been publicly disclosed.