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[Form 4] Roivant Sciences Ltd. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Roivant Sciences Ltd. President & Immunovant CEO Eric Venker reported a set of transactions involving company shares. He exercised stock options to acquire 200,000 Common Shares at $3.85 per share, then sold 200,000 Common Shares in an open-market transaction at a weighted average price of $30.27 per share. Separately, 34,483 Common Shares were surrendered through a net settlement to cover tax withholding obligations on vested RSUs, which is not an open-market sale. After these transactions, Venker directly holds 1,813,063 Common Shares.

Positive

  • None.

Negative

  • None.

Insights

Executive exercised options, sold matching shares, and covered RSU taxes, while retaining a large stake.

Eric Venker, President & Immunovant CEO at Roivant Sciences Ltd., exercised stock options for 200,000 Common Shares at an exercise price of $3.85 per share. The options were fully vested stock options covering 200,000 shares, according to the footnote.

On the same date, he sold 200,000 Common Shares in an open-market transaction at a weighted average price of $30.27 per share, with individual trades ranging from $30.00 to $30.55. This pattern reflects an exercise-and-sell sequence, converting an option position into cash while maintaining ongoing equity exposure.

Two days earlier, 34,483 Common Shares were withheld via net settlement to satisfy tax obligations upon RSU vesting at a reference price of $32.41 per share, which is a non-market, tax-driven disposition. After all transactions, Venker still directly holds 1,813,063 Common Shares, indicating he retains a substantial equity position. Overall, the activity appears compensation- and liquidity-related rather than a full-scale reduction of ownership.

Insider Venker Eric
Role President & Immunovant CEO
Sold 200,000 shs ($6.05M)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 200,000 $0.00 --
Exercise Common Shares 200,000 $3.85 $770K
Sale Common Shares 200,000 $30.27 $6.05M
Tax Withholding Common Shares 34,483 $32.41 $1.12M
Holdings After Transaction: Stock Option (Right to Buy) — 4,444,834 shares (Direct, null); Common Shares — 1,813,063 shares (Direct, null)
Footnotes (1)
  1. Represents the "net settlement" by the Issuer of RSUs previously granted to the reporting person in order to satisfy applicable tax withholding obligations in connection with the vesting and settlement of such RSUs. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.55, 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 Common Shares sold at each separate price within the range. Reflects an award of stock options to purchase Common Shares that is fully vested.
Open-market sale 200,000 shares at $30.27/share Weighted average sale price on Common Shares
Options exercised 200,000 shares at $3.85/share Exercise price for Common Share stock options
Tax withholding shares 34,483 shares at $32.41/share Net settlement of RSUs for tax obligations
Post-transaction holdings 1,813,063 Common Shares Direct ownership after all reported transactions
RSUs financial
"Represents the "net settlement" by the Issuer of RSUs previously granted to the reporting person"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
net settlement financial
"Represents the "net settlement" by the Issuer of RSUs previously granted"
tax withholding obligations financial
"to satisfy applicable tax withholding obligations in connection with the vesting and settlement of such RSUs"
stock options financial
"Reflects an award of stock options to purchase Common Shares that is fully vested"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
weighted average price financial
"The price reported in column 4 is a weighted average price"
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.
SEC Form 4
FORM 4UNITED 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*
Venker Eric

(Last)(First)(Middle)
C/O ROIVANT SCIENCES LTD.
7TH FLOOR, 50 BROADWAY

(Street)
LONDONSW1H 0DB

(City)(State)(Zip)

UNITED KINGDOM

(Country)
2. Issuer Name and Ticker or Trading Symbol
Roivant Sciences Ltd. [ ROIV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President & Immunovant CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares05/20/2026F34,483(1)D$32.411,613,063D
Common Shares05/22/2026M200,000A$3.851,813,063D
Common Shares05/22/2026S200,000D$30.27(2)1,613,063D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$3.8505/22/2026M200,000 (3)04/19/2032Common Stock200,000$04,444,834D
Explanation of Responses:
1. Represents the "net settlement" by the Issuer of RSUs previously granted to the reporting person in order to satisfy applicable tax withholding obligations in connection with the vesting and settlement of such RSUs.
2. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.00 to $30.55, 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 Common Shares sold at each separate price within the range.
3. Reflects an award of stock options to purchase Common Shares that is fully vested.
Remarks:
By: /s/ Jo Chen, as Attorney-in-Fact for Eric Venker05/22/2026
** Signature of Reporting PersonDate
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)