[Form 4] Roivant Sciences Ltd. Insider Trading Activity

Rhea-AI Filing Summary

Roivant Sciences director Vivek Ramaswamy reported multiple open-market sales of the company's common shares on September 3–5, 2025. The Form 4 shows he disposed of 1,195,000 shares on 09/03/2025 at a weighted-average price of $12.50, 194,933 shares on 09/04/2025 at $12.92 weighted-average, and 385,816 shares on 09/05/2025 at $12.96 weighted-average, for total reported disposals of 1,775,749 shares. After these transactions he beneficially owns 35,508,359 shares directly and holds an additional 13,357,857 shares indirectly. Footnotes state the reported prices are weighted averages reflecting multiple transactions in specified price ranges, and the form is signed by an attorney-in-fact.

Positive

• Regulatory compliance: Form 4 filed with transaction dates, prices (with ranges disclosed), and signature by attorney-in-fact
• Transparency on pricing: Weighted-average prices and transaction price ranges are disclosed in footnotes

Negative

• Large insider selling: Director sold a total of 1,775,749 shares over three days (09/03/2025–09/05/2025), which is material in absolute terms
• No stated plan or rationale on form: The filing does not indicate whether the sales were pursuant to a pre-arranged Rule 10b5-1 plan or the reason for the disposals

Insights

Securities Analyst

TL;DR: Significant insider selling reported: 1.776 million shares sold across three days, disclosed per SEC rules.

The reporting shows sizable open-market dispositions by a director over three trading days, totaling 1,775,749 shares. The disclosure includes weighted-average prices and ranges for each day but does not state proceeds or the intent behind the sales. Post-transaction direct beneficial ownership remains substantial at 35,508,359 shares with an additional 13,357,857 held indirectly. For investors, this is a material insider trading disclosure because of the absolute size of shares sold; however, the filing contains no information about why the sales occurred or whether they were pre-planned under a Rule 10b5-1 plan.

Corporate Governance Specialist

TL;DR: Compliance appears complete; form signed by attorney-in-fact and includes pricing ranges and indirect holdings.

The Form 4 provides required details: transaction dates, codes, share amounts, weighted-average prices, and indirect holdings via spousal relationship. The filing includes explanatory footnotes and a signature by an authorized attorney-in-fact, indicating procedural compliance. The document does not indicate amendments or any contract/plan box checked, so no explicit claim of Rule 10b5-1 defense is recorded on the form itself.

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

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).

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^*

Ramaswamy Vivek

(Last) (First) (Middle)

C/O STEVE ROBERTS

853 NEW JERSEY AVE SE, SUITE 200-231

(Street)

WASHINGTON DC 20003

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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	09/03/2025		S		1,195,000	D	$12.5(1)	36,089,108	D
Common Shares	09/04/2025		S		194,933	D	$12.92(2)	35,894,175	D
Common Shares	09/05/2025		S		385,816	D	$12.96(3)	35,508,359	D
Common Shares								13,357,857(4)	I	Spousal

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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.39 to $12.71, inclusive. The reporting person undertakes to provide to Roivant Sciences Ltd., any security holder of Roivant Sciences Ltd., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2), and (3) to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.80 to $13.03, inclusive.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.90 to $13.04, inclusive.

4. Represents the quantity of shares held indirectly only.

	/s/ Stephen Roberts, as Attorney-in-Fact for Vivek Ramaswamy	09/05/2025
	** 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

How many Roivant (ROIV) shares did Vivek Ramaswamy sell on the Form 4?

The Form 4 reports total disposals of 1,775,749 shares sold across 09/03/2025, 09/04/2025, and 09/05/2025.

What prices were reported for the ROIV sales by Vivek Ramaswamy?

The filing shows weighted-average prices: $12.50 (09/03/2025), $12.92 (09/04/2025), and $12.96 (09/05/2025), with footnotes listing price ranges for each day.

How many ROIV shares does Vivek Ramaswamy still beneficially own after these transactions?

After the reported sales he beneficially owns 35,508,359 shares directly and holds 13,357,857 shares indirectly.

Does the Form 4 state the sales were part of a Rule 10b5-1 plan?

No. The Form 4 does not indicate that the transactions were made pursuant to a contract or plan intended to satisfy Rule 10b5-1 affirmative defense.

Who signed the Form 4 for Vivek Ramaswamy?

The filing is signed by /s/ Stephen Roberts, as Attorney-in-Fact for Vivek Ramaswamy on 09/05/2025.