Roivant Sciences (ROIV) CAO settles RSU taxes with 14,526 shares

Rhea-AI Filing Summary

Roivant Sciences Ltd. Chief Accounting Officer Jennifer Humes reported a tax-related share disposition tied to restricted stock units. On the vesting and settlement of previously granted RSUs, the issuer net-settled 14,526 Common Shares at $27.70 per share to cover withholding obligations. After this non‑market transaction, Humes directly holds 97,729 Common Shares, indicating the event is compensation- and tax-driven rather than an open-market trade.

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

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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^*

Humes Jennifer

(Last) (First) (Middle)

C/O ROIVANT SCIENCES LTD.

7TH FLOOR, 50 BROADWAY

(Street)

LONDON SW1H 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Shares	03/20/2026		F		14,526(1)	D	$27.7	97,729	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. 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.

Remarks:

	/s/ Jo Chen, as Attorney-in-Fact for Jennifer Humes	03/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Roivant Sciences (ROIV) report for Jennifer Humes?

Roivant Sciences reported that Chief Accounting Officer Jennifer Humes had 14,526 Common Shares net-settled to the issuer to satisfy tax withholding on vested RSUs. This was recorded as a Form 4 tax-withholding disposition, not an open-market stock sale.

How many Roivant Sciences (ROIV) shares were involved in Jennifer Humes’ tax withholding?

The filing shows 14,526 Common Shares were delivered back to Roivant Sciences to cover tax obligations on RSU vesting. The transaction price used was $27.70 per share, reflecting a non-market, compensation-related settlement rather than a discretionary trade.

How many Roivant Sciences (ROIV) shares does Jennifer Humes hold after this Form 4?

Following the tax-withholding disposition, Jennifer Humes directly holds 97,729 Common Shares of Roivant Sciences. This post-transaction figure in the Form 4 helps investors see that she continues to maintain a substantial equity position after the RSU-related share settlement.

Was the Roivant Sciences (ROIV) Form 4 for Jennifer Humes an open-market stock sale?

No, the Form 4 describes a tax-withholding disposition, not an open-market sale. Shares were net-settled by Roivant Sciences to cover tax liabilities from RSUs that vested and settled, according to the footnote, making it a routine compensation-related event.

What does the footnote in the Roivant Sciences (ROIV) Form 4 explain about the transaction?

The footnote clarifies that the 14,526 shares represent a “net settlement” of previously granted RSUs. Roivant Sciences used these shares to satisfy applicable tax withholding obligations triggered by the vesting and settlement of those restricted stock units for Jennifer Humes.

How is the transaction code F used in the Roivant Sciences (ROIV) Form 4 for Jennifer Humes?

Transaction code F indicates payment of tax liability or exercise price by delivering securities. In this case, Roivant Sciences net-settled 14,526 Common Shares from vested RSUs for Jennifer Humes to cover taxes, rather than her selling shares on the open market.