Roivant Sciences withholds 34,638 shares for CEO taxes

The CEO's withheld shares came from PSUs that vested after both performance-based and service-based conditions were met.

Rhea-AI Filing Summary

Roivant Sciences Ltd. CEO and director Matthew Gline had 34,638 common shares withheld on October 16, 2026, at $33.53 per share to satisfy tax withholding obligations in the issuer’s net settlement of performance restricted stock units (PSUs). The settlement followed achievement of both performance- and service-based vesting conditions; Gline directly held 16,549,136 common shares afterward. Common shares issued from the PSU settlement, excluding shares withheld for taxes, are subject to a two-year holding period measured from satisfaction of the service condition. Additional PSUs that have satisfied both conditions will be settled in future instalments under their terms.

Insider Trade Summary

Tax Withholding: 34,638 shares

Tax Withholding 1 txn

Insider Gline Matthew

Role CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Shares F1	34,638	$33.53	$1.16M

Holdings After Transaction: Common Shares — 16,549,136 shares (Direct)

Footnotes (1)

1. F1. Represents the "net settlement" by the Issuer of performance restricted stock units ("PSUs"), previously granted to the reporting person on July 26, 2024, in order to satisfy applicable tax withholding obligations in connection with the vesting and settlement of a portion of such PSUs following the achievement of both the performance-based vesting conditions (the "Performance Condition") and service-based vesting conditions (the "Service Condition") applicable to such PSUs. Additional PSUs that have satisfied both the Performance Condition and the Service Condition will be settled in one or more future instalments in accordance with their terms. The Common Shares issued on settlement of the PSUs (excluding those withheld for tax withholding obligations, as described above) remain subject to a two-year holding period before such Common Shares may be sold, measured from the date the Service Condition of the PSUs is satisfied.

Key Figures

Common shares withheld: 34,638 shares Price per share: $33.53 per share Direct common shares held after transaction: 16,549,136 shares +1 more

4 metrics

Common shares withheld 34,638 shares October 16, 2026; tax withholding in the PSU net settlement

Price per share $33.53 per share Reported for the October 16, 2026 transaction

Direct common shares held after transaction 16,549,136 shares Matthew Gline's reported position following the transaction

Holding period Two years Applies to common shares issued on PSU settlement, excluding shares withheld; measured from satisfaction of the service condition

Key Terms

net settlement, performance restricted stock units (PSUs), Performance Condition, Service Condition

4 terms

net settlement financial

"the "net settlement" by the Issuer of performance restricted stock units"

performance restricted stock units (PSUs) financial

"settlement of performance restricted stock units ("PSUs")"

Performance Condition technical

"the "Performance Condition""

Service Condition technical

"the "Service Condition""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many ROIV shares were withheld from CEO Matthew Gline?

Matthew Gline, Roivant Sciences Ltd.'s CEO and director, had 34,638 common shares withheld on October 16, 2026, at $33.53 per share in a net settlement of PSUs to satisfy tax withholding obligations. He directly held 16,549,136 common shares after the transaction.

What holding period applies to ROIV shares settled from Matthew Gline's PSUs?

Common shares issued on settlement, excluding those withheld for tax obligations, remain subject to a two-year holding period measured from the date the PSUs' service condition is satisfied. Additional PSUs that have met both performance- and service-based conditions will be settled in one or more future instalments under their terms.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/20/2026 - 05:42 PM EDT Accepted by SEC EDGAR 10/20/2026 - 05:41 PM EDT Learn about SEC filing dates

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^*

Gline Matthew

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/16/2026

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	10/16/2026		F		34,638	D	$33.53	16,549,136(1)	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 performance restricted stock units ("PSUs"), previously granted to the reporting person on July 26, 2024, in order to satisfy applicable tax withholding obligations in connection with the vesting and settlement of a portion of such PSUs following the achievement of both the performance-based vesting conditions (the "Performance Condition") and service-based vesting conditions (the "Service Condition") applicable to such PSUs. Additional PSUs that have satisfied both the Performance Condition and the Service Condition will be settled in one or more future instalments in accordance with their terms. The Common Shares issued on settlement of the PSUs (excluding those withheld for tax withholding obligations, as described above) remain subject to a two-year holding period before such Common Shares may be sold, measured from the date the Service Condition of the PSUs is satisfied.

Remarks:

	By: /s/ Sam Kaplan, as Attorney-in-Fact for Matthew Gline	10/20/2026
	** 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)