0001104659-19-034355.txt : 20190606 0001104659-19-034355.hdr.sgml : 20190606 20190606183038 ACCESSION NUMBER: 0001104659-19-034355 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190604 FILED AS OF DATE: 20190606 DATE AS OF CHANGE: 20190606 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Machado Patrick CENTRAL INDEX KEY: 0001311210 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37929 FILM NUMBER: 19883747 MAIL ADDRESS: STREET 1: 201 SPEAR STREET, 3RD FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94107 FORMER NAME: FORMER CONFORMED NAME: Machado Clarence Patrick DATE OF NAME CHANGE: 20041210 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Myovant Sciences Ltd. CENTRAL INDEX KEY: 0001679082 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: SUITE 1, 3RD FLOOR STREET 2: 11-12 ST. JAMES SQUARE CITY: LONDON STATE: X0 ZIP: SW1Y 4LB BUSINESS PHONE: (441) 295-5950 MAIL ADDRESS: STREET 1: SUITE 1, 3RD FLOOR STREET 2: 11-12 ST. JAMES SQUARE CITY: LONDON STATE: X0 ZIP: SW1Y 4LB 4 1 a4.xml 4 X0306 4 2019-06-04 0 0001679082 Myovant Sciences Ltd. MYOV 0001311210 Machado Patrick C/O ROIVANT SCIENCES LTD. SUITE 1, 3RD FLOOR 11-12 ST. JAMES'S SQUARE LONDON X0 SW1Y 4LB UNITED KINGDOM 0 0 1 0 Common Shares, $0.000017727 par value per share 2019-06-04 4 P 0 2424242 8.25 A 40765599 I See footnote These Common Shares were purchased by Roivant Sciences Ltd. ("Roivant") in connection with an underwritten public offering of Common Shares by Myovant Sciences Ltd. The Common Shares are directly beneficially owned by Roivant and indirectly beneficially owned by the reporting person. Pursuant to Roivant's internal governance documents, following the appointment to Roivant's board of directors of one or more directors meeting certain independence criteria (each an "Independent Director" and collectively the "Independent Directors"), dispositions of the Common Shares require the approval of a majority of Roivant's board of directors, including (i) at least two Independent Directors, or, (ii) if there is only one Independent Director, that sole Independent Director. The reporting person is an Independent Director of Roivant. As the approval of the reporting person as an Independent Director, and, to the extent one other Independent Director is serving, that other Independent Director, is needed for Roivant to dispose of the Common Shares, the reporting person may be deemed to have dispositive power over, and to be an indirect beneficial owner of, the Common Shares directly beneficially owned by Roivant. The reporting person disclaims beneficial ownership of the Common Shares owned by Roivant, except to the extent of his respective pecuniary interest therein. This filing shall not be deemed an admission that the reporting person and any other Independent Director constitute a "group" for purposes of Section 13(d) or Section 13(g) of the Securities Exchange Act of 1934, as amended. /s/ Marianne Romeo Dinsmore, as attorney-in-fact 2019-06-06