Roivant (ROIV) director Melissa Epperly granted 815 shares, 54 withheld for taxes

Rhea-AI Filing Summary

Roivant Sciences Ltd. director Melissa Epperly reported routine equity compensation activity. On January 20, 2026, she received an award of 815 Common Shares under Roivant’s Non-Employee Director Compensation Plan, which the footnotes state was fully vested on the grant date and issued at $0 per share as part of her director compensation.

On the same day, 54 Common Shares were withheld in a transaction coded “F” at $22.98 per share to cover tax withholding obligations tied to the vesting and settlement of previously granted shares. After these transactions, Epperly directly beneficially owned 57,665 Common Shares of Roivant Sciences.

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

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

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^*

Epperly Melissa B,

(Last) (First) (Middle)

C/O ROIVANT SCIENCES LTD.

7TH FLOOR, 50 BROADWAY

(Street)

LONDON X0 SW1H 0DB

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Roivant Sciences Ltd. [ ROIV ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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

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

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

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
Common Shares	01/20/2026		A		815(1)	A	$0(1)	57,719	D
Common Shares	01/20/2026		F		54(2)	D	$22.98	57,665	D

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. Reflects an award of Common Shares received pursuant to the Issuer's Non-Employee Director Compensation Plan that was fully vested as of the grant date.

2. Represents the "net settlement" by the Issuer of Common Shares previously granted to the reporting person pursuant to the Issuer's Non-Employee Director Compensation Plan in order to satisfy applicable tax withholding obligations in connection with the vesting and settlement of such Common Shares.

	By: /s/ Jo Chen, as Attorney-in-Fact for Melissa Epperly	01/22/2026
	** 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.

FAQ

What insider activity did Roivant Sciences (ROIV) report for Melissa Epperly?

The filing shows that director Melissa Epperly received an award of 815 Roivant Sciences Common Shares as director compensation and had 54 shares withheld to cover taxes, leaving her with 57,665 Common Shares directly owned.

How many Roivant Sciences (ROIV) shares did Melissa Epperly acquire in this Form 4?

She acquired 815 Common Shares on January 20, 2026, at a stated price of $0 per share, as a fully vested award under the Non-Employee Director Compensation Plan.

Why were 54 Roivant Sciences (ROIV) shares withheld from Melissa Epperly?

The 54 Common Shares reported with transaction code “F” at $22.98 per share represent a net settlement to satisfy tax withholding obligations related to the vesting and settlement of previously granted shares.

What is Melissa Epperly’s Roivant Sciences (ROIV) share ownership after these transactions?

After the reported transactions, Melissa Epperly directly beneficially owned 57,665 Roivant Sciences Common Shares, according to the Form 4.

What plan governs the share award to Roivant Sciences (ROIV) director Melissa Epperly?

The 815-share award was granted under Roivant Sciences’ Non-Employee Director Compensation Plan, and the footnote indicates the award was fully vested on the grant date.

Does this Roivant Sciences (ROIV) Form 4 indicate open-market buying or selling by Melissa Epperly?

No open-market trades are described. The filing reports a share award for director compensation and a tax withholding net settlement of shares previously granted, rather than discretionary market purchases or sales.