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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Takeda Pharmaceuticals International AG

(Last) (First) (Middle)
THURGAUERSTRASSE 130,
8152 GLATTPARK-OPFIKON

(Street)
ZURICH V8 8152

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Myovant Sciences Ltd. [ MYOV ]
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)
03/19/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 Stock 03/19/2018 S 7,420,625 D(1)(2) $18.67 0(1)(2) D
Common Stock 03/19/2018 P 7,420,625 A(1)(2) $18.67 7,420,625(1)(2) I By Millennium Pharmaceuticals , Inc.(1)(2)
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
1. Name and Address of Reporting Person*
Takeda Pharmaceuticals International AG

(Last) (First) (Middle)
THURGAUERSTRASSE 130,
8152 GLATTPARK-OPFIKON

(Street)
ZURICH V8 8152

(City) (State) (Zip)
1. Name and Address of Reporting Person*
TAKEDA PHARMACEUTICAL CO LTD

(Last) (First) (Middle)
12-10, NIHONBASHI 2-CHOME, CHUO-KU

(Street)
TOKYO M0 103-8668

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Takeda A/S

(Last) (First) (Middle)
DYBENDAL ALLE 10, 2630

(Street)
TAASTRUP G7

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Takeda Europe Holdings B.V.

(Last) (First) (Middle)
JUPITERSTRAAT 250, 2132 HK

(Street)
HOOFDDORP P7

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Takeda Pharma A/S

(Last) (First) (Middle)
DYBENDAL ALLE 10,2630

(Street)
TAASTRUP G7

(City) (State) (Zip)
Explanation of Responses:
1. On March 19, 2018, Takeda Pharmaceuticals International AG ("TPIZ") sold 7,420,625 shares of common stock of Myovant Sciences Ltd. to Millennium Pharmaceuticals, Inc. ("Millennium"). As of the date of this filing: Millennium is owned by Takeda Pharmaceuticals U.S.A., Inc. ("TPUSA"); 41.05% of the outstanding common stock of TPUSA is owned by TPIZ and 58.95% of the outstanding common stock of TPUSA is owned by Takeda Pharmaceuticals Company Limited (''TPC"); 86.831% of the outstanding shares of TPIZ are owned by Takeda Pharma A/S (Denmark) ("TPAS") and 13.1680% of the outstanding shares of TPIZ are owned by Takeda Europe Holdings BY (Netherlands) (''TEHBV"); TPAS is owned by Takeda A/S (Denmark) (''T AS"); 76.09% of the outstanding shares of TAS are owned by TPC and 23.91% of the outstanding shares of TAS are owned by TEHBV. TEHBV is wholly-owned by TPC.
2. (Continued from Footnote 1) Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its pecuniary interest therein.
Remarks:
Exhibit List: Exhibit 24.1 Power of Attorney for Takeda Pharmaceuticals International AG; Exhibit 24.2 Power of Attorney for Takeda Pharmaceuticals Company Limited; Exhibit 24.3 Power of Attorney for Takeda A/S (Denmark); Exhibit 24.4 Power of Attorney for Takeda Europe Holdings B.V. (Netherlands); Exhibit 24.5 Power of Attorney for Takeda Pharma A/S (Denmark).
/s/ Chad Diehl, Attorney in Fact 03/21/2018
/s/ Chad Diehl, Attorney in Fact 03/21/2018
/s/ Chad Diehl, Attorney in Fact 03/21/2018
/s/ Chad Diehl, Attorney in Fact 03/21/2018
/s/ Chad Diehl, Attorney in Fact 03/21/2018
** Signature of Reporting Person Date
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