ROIV Commits Additional $500M to Return Capital to Shareholders

Rhea-AI Filing Summary

Roivant Sciences (NASDAQ:ROIV) announced a new $500 million share repurchase program in addition to their previous $1.5 billion program from April 2024. The earlier program, which had $205 million remaining capacity as of March 31, 2025, has now been fully exhausted. The new repurchase program will be funded through available cash and has no expiration date.

The company maintains flexibility in executing the buyback through various methods including open market transactions, tender offers, or private negotiations. Implementation will depend on factors such as share price, market conditions, and alternative investment opportunities. The program can be suspended or discontinued at any time.

Positive

• Authorization of new $500 million share repurchase program
• Successful completion of previous $1.5 billion buyback program
• Program to be funded through available cash, indicating strong liquidity
• Flexible implementation with no expiration date

Negative

• No guarantee on timing or execution of share repurchases
• Program may be suspended or discontinued at company's discretion

Insights

Financial Analyst

Additional $500M buyback signals strong cash position and management's confidence in company valuation.

The rapid exhaustion of the previous $1.5B program, including the remaining $205M since March 2025, demonstrates aggressive capital return strategy and strong execution capability. The new authorization without an expiration date provides maximum flexibility in timing and execution method. The company's decision to fund through available cash rather than debt indicates robust liquidity position. However, investors should note the cautionary language regarding execution uncertainty and the company's discretion to suspend or discontinue the program.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 24, 2025

Roivant Sciences Ltd.

(Exact Name of Registrant as Specified in Charter)

Bermuda	001-40782	98-1173944
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

7th Floor

50 Broadway

London SW1H 0DB

United Kingdom

(Address of Principal Executive Offices, and Zip Code)

+44 207 400-3347

Registrant’s Telephone Number, Including Area Code

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares, $0.0000000341740141 per share		ROIV		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.

On June 24, 2025, the board of directors of Roivant Sciences Ltd. (the “Company”) authorized a common share repurchase program allowing for repurchases of the Company’s common shares in an aggregate amount of up to $500 million (excluding fees and expenses). This new authorization is in addition to the $1.5 billion common share repurchase program announced in April 2024, which had approximately $205 million of remaining capacity as of March 31, 2025 and has since been fully exhausted.

The repurchase program will be funded with available cash and cash equivalents on hand and does not have an expiration date. The timing and total amount of common shares to be repurchased will depend on several factors, including the market price of the Company’s common shares, general business, macroeconomic and market conditions and other investment opportunities. Under the repurchase program, purchases may be conducted through open market transactions, tender offers or privately negotiated transactions, including the use of trading plans under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The share repurchase program may be suspended or discontinued at any time. There can be no assurances as to how many additional common shares the Company will repurchase under the program, if any, or at what prices any purchases will be made.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description of Exhibit
104		Cover Page Interactive Data File (embedded with Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ROIVANT SCIENCES LTD.
By:	/s/ Keyur Parekh
Name: Keyur Parekh
Title: Authorized Signatory
Dated: June 25, 2025

FAQ

How much is ROIV's new share repurchase program worth?

Roivant Sciences announced a new $500 million share repurchase program for its common shares.

What happened to ROIV's previous share buyback program?

The previous $1.5 billion program announced in April 2024 has been fully exhausted, with the final $205 million being used since March 31, 2025.

How will ROIV fund the new share repurchase program?

The program will be funded with available cash and cash equivalents on hand.

When does ROIV's new buyback program expire?

The new share repurchase program does not have an expiration date, providing flexibility in timing of purchases.