Morgan Stanley (ROIV) discloses 8% Roivant Sciences ownership stake

Rhea-AI Filing Summary

Morgan Stanley and its affiliate Morgan Stanley Investment Management Inc. filed an amended Schedule 13G reporting significant ownership in Roivant Sciences Ltd. common shares as of 12/31/2025.

Morgan Stanley reports beneficial ownership of 55,491,570 common shares, representing 8.0% of the class, with no sole voting or dispositive power but substantial shared voting and dispositive power. Morgan Stanley Investment Management Inc. separately reports beneficial ownership of 54,403,260 common shares, or 7.8% of the class, also entirely through shared voting and dispositive authority.

The filing states that the securities were acquired and are held in the ordinary course of business, and not for the purpose of changing or influencing control of Roivant. It also clarifies that only specified Morgan Stanley reporting units are included under the SEC’s disaggregation framework.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Roivant Sciences Ltd.

(Name of Issuer)

Common Shares

(Title of Class of Securities)

G76279101

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. G76279101

1

Names of Reporting Persons

Morgan Stanley

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 50,212,668.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 55,410,925.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

55,491,570.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

8.0 %

12

Type of Reporting Person (See Instructions)

HC, CO

SCHEDULE 13G

CUSIP No. G76279101

1

Names of Reporting Persons

Morgan Stanley Investment Management Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 49,176,753.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 54,403,260.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

54,403,260.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

7.8 %

12

Type of Reporting Person (See Instructions)

IA, CO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Roivant Sciences Ltd.
(b)	Address of issuer's principal executive offices: 7TH FLOOR, 50 BROADWAY, LONDON, X0, SW1H 0DB
Item 2.
(a)	Name of person filing: 1: Morgan Stanley 2: Morgan Stanley Investment Management Inc.
(b)	Address or principal business office or, if none, residence: 1: 1585 Broadway, New York, NY 10036 ;2: 1585 Broadway New York, NY 10036
(c)	Citizenship: 1: Delaware 2: Delaware
(d)	Title of class of securities: Common Shares
(e)	CUSIP No.: G76279101
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See the response(s) to Item 9 on the attached cover page(s).
(b)	Percent of class: 8.0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See the response(s) to Item 5 on the attached cover page(s).
	(ii) Shared power to vote or to direct the vote: See the response(s) to Item 6 on the attached cover page(s).
	(iii) Sole power to dispose or to direct the disposition of: See the response(s) to Item 7 on the attached cover page(s).
	(iv) Shared power to dispose or to direct the disposition of: See the response(s) to Item 8 on the attached cover page(s).
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit 99.2
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. * In Accordance with the Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release"), this filing reflects the securities beneficially owned, or that may be deemed to be beneficially owned, by certain operating units (collectively, the "MS Reporting Units") of Morgan Stanley and its subsidiaries and affiliates (collectively, "MS"). This filing does not reflect securities, if any, beneficially owned by any operating units of MS whose ownership of securities is disaggregated from that of the MS Reporting Units in accordance with the Release.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Morgan Stanley

Signature:	Christopher O'Hara
Name/Title:	Authorized Signatory, Morgan Stanley
Date:	02/11/2026

Morgan Stanley Investment Management Inc.

Signature:	Deidre A. Downes
Name/Title:	Authorized Signatory, Morgan Stanley Investment Management Inc.
Date:	02/11/2026

Exhibit Information

EXHIBIT NO. EXHIBITS ------------------ ------------------------------------ 99.1 Joint Filing Agreement 99.2 Item 7 Information * Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001).

FAQ

What stake in Roivant Sciences Ltd. does Morgan Stanley report?

Morgan Stanley reports beneficial ownership of 55,491,570 Roivant common shares, or 8.0% of the class. This stake is held with shared voting and dispositive power, and the position is reported as being held in the ordinary course of business.

How much of Roivant Sciences does Morgan Stanley Investment Management Inc. own?

Morgan Stanley Investment Management Inc. reports beneficial ownership of 54,403,260 Roivant common shares, equal to 7.8% of the class. These shares are held entirely with shared voting and shared dispositive power, with no sole authority over the securities.

What is the significance date for Morgan Stanley’s Roivant ownership filing?

The reported ownership in Roivant Sciences is tied to an event date of 12/31/2025. That date is used as the reference point for calculating both the number of common shares beneficially owned and the corresponding percentage of the outstanding class.

Does Morgan Stanley seek to influence control of Roivant Sciences Ltd.?

The filing states the Roivant shares were acquired and are held in the ordinary course of business, not to change or influence control. It also notes the holdings are not part of any control-related transaction, aside from potential nomination activities referenced under regulatory provisions.

What voting powers does Morgan Stanley report over Roivant common shares?

Morgan Stanley reports zero sole voting power and shared voting power over 50,212,668 Roivant common shares. It likewise reports zero sole dispositive power and shared dispositive power over 55,410,925 shares, indicating decisions are made jointly within its reporting units.

Why is this Roivant Sciences Schedule 13G/A labeled Amendment No. 1?

The Schedule 13G/A is identified as Amendment No. 1, meaning it updates a prior ownership report for Roivant Sciences. The amendment reflects current beneficial ownership levels and confirms that the holdings remain in the ordinary course of business.