[Form 4] Roivant Sciences Ltd. Insider Trading Activity

Rhea-AI Filing Summary

Roivant Sciences (NASDAQ:ROIV) President & COO Eric Venker reported significant insider transactions on June 20, 2025. The executive exercised 100,000 stock options at $3.85 per share and subsequently sold the same number of shares at an average price of $11.45, realizing a substantial profit. Following these transactions, Venker retains direct ownership of 1,462,223 common shares and 8,238,897 stock options.

The exercised options were part of a grant made in April 2022 with a four-year vesting schedule, including a one-year cliff followed by monthly vesting over three years.

Positive

• COO maintains significant holdings of 1.46M shares and 8.24M options after transaction
• Sale price of $11.45 represents substantial premium to option exercise price of $3.85

Negative

• Insider sale of 100,000 shares by company President & COO

Insights

Securities Trading Analyst

Executive's option exercise and immediate sale captures $760,000 profit while maintaining significant equity exposure through remaining holdings.

The transaction pattern suggests a planned liquidity event rather than a loss of confidence. The executive exercised options at $3.85 and sold at $11.45, realizing approximately $760,000 in pre-tax profits. Despite the sale, Venker maintains substantial skin in the game with over 1.4 million shares and 8.2 million options, indicating continued long-term alignment with shareholders. The timing and structure of the trade, executed through multiple lots at varying prices, reflects careful execution to minimize market impact.

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).

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)

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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	06/20/2025		M		100,000	A	$3.85	1,562,223	D
Common Shares	06/20/2025		S		100,000	D	$11.45(1)	1,462,223	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
Stock Option (Right to Buy)	$3.85	06/20/2025		M			100,000	(2)	04/19/2032	Common Stock	100,000	$0	8,238,897	D

Explanation of Responses:

1. The price reported in column 4 is a weighted average price. 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.

2. Award of stock options to purchase Common Shares with a vesting commencement date of April 20, 2022. These options vest and become exercisable (i) 25% on the first anniversary of the vesting commencement date and (ii) in 36 equal monthly installments thereafter, subject generally to the reporting person's continuous service through each vesting date (unless otherwise provided in the applicable award documentation).

	By: /s/ Jo Chen, as Attorney-in-Fact for Eric Venker	06/24/2025
	** 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 shares did Roivant Sciences COO Eric Venker sell?

Eric Venker sold 100,000 shares at an average price of $11.45 per share on June 20, 2025.

What is Eric Venker's remaining stake in ROIV after the transaction?

After the transaction, Venker directly owns 1,462,223 common shares and 8,238,897 stock options.

What was the exercise price of the ROIV stock options?

The stock options were exercised at $3.85 per share.

What is the vesting schedule for Venker's ROIV stock options?

The options vest 25% after one year from April 20, 2022, followed by 36 equal monthly installments, subject to continuous service.