0000899243-22-035816.txt : 20221114 0000899243-22-035816.hdr.sgml : 20221114 20221114214441 ACCESSION NUMBER: 0000899243-22-035816 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221109 FILED AS OF DATE: 20221114 DATE AS OF CHANGE: 20221114 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Gold Daniel Allen CENTRAL INDEX KEY: 0001832142 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40782 FILM NUMBER: 221389149 MAIL ADDRESS: STREET 1: 6720 VIA AUSTI PARKWAY STREET 2: SUITE 450 CITY: LAS VEGAS STATE: NV ZIP: 89119 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Roivant Sciences Ltd. CENTRAL INDEX KEY: 0001635088 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 981173944 STATE OF INCORPORATION: D0 FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: CLARENDON HOUSE, 2 CHURCH STREET CITY: HAMILTON HM11 STATE: D0 ZIP: HM11 BUSINESS PHONE: 441-295-5950 MAIL ADDRESS: STREET 1: CLARENDON HOUSE STREET 2: 2 CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM11 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-11-09 0 0001635088 Roivant Sciences Ltd. ROIV 0001832142 Gold Daniel Allen C/O ROIVANT SCIENCES LTD. 7TH FLOOR, 50 BROADWAY LONDON X0 SW1H 0DB UNITED KINGDOM 1 0 0 0 Common Shares 2022-11-09 4 J 0 1196200 D 38582314 I Held by QVT Financial Investment Cayman Ltd. Common Shares 2022-11-10 4 G 0 750000 D 52142 D Common Shares 2022-11-10 4 S 0 1092355 4.75 D 37489959 I Held by QVT Financial Investment Cayman Ltd. Common Shares 2022-11-10 4 S 0 1733577 4.75 D 37925362 I Held by QVT Roiv Hldgs Offshore Ltd. Common Shares 2022-11-10 4 S 0 372427 4.75 D 13535929 I Held by QVT Roiv Hldgs Onshore Ltd. Common Shares 2022-11-10 4 S 0 2311643 4.75 D 28010344 I Held by QVT Deferred Compensation Holdings Ltd. Common Shares 2022-11-10 4 S 0 146079 4.75 D 5470181 I Held by QVT P&E Roiv Hldgs Ltd. Shares were distributed in-kind to certain shareholders of QVT FIC (as defined below) who subsequently gifted the shares to charitable foundations, each of which is subject to a lock-up. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these Common Shares in this report shall not be deemed an admission of beneficial ownership of all of the reported Common Shares for purposes of Section 16 or for any other purpose. The reporting person is one of three directors of QVT Financial Investment Cayman Ltd. ("QVT FIC"), sharing voting and investment control over the Common Shares held directly by QVT FIC. Reporting Person received these shares in the distribution described in (1) above which is exempted under 16a-13 as a change in form of beneficial ownership and subsequently gifted them to a charitable foundation, which is subject to a lock-up. The amount of securities owned after the reported transaction reflects an annual award of restricted stock units with respect to Common Shares ("RSUs") granted pursuant to the Company's 2021 Equity Incentive Plan and the Company's Non-Employee Director Compensation Policy. The award of RSUs is scheduled to vest 100% on September 15, 2023, subject generally to the reporting person's continuous service through such date. QVT Financial LP, a Delaware limited partnership, is the investment manager of QVT Roiv Hldgs Onshore Ltd. and QVT Roiv Hldgs Offshore Ltd. ("QVT Roiv"), and shares voting and investment control over the Common Shares held directly by QVT Roiv. QVT Financial GP LLC ("QVT Financial GP"), a Delaware limited liability company, is the general partner of QVT Financial LP. The reporting person is a Managing Member of QVT Financial GP, sharing voting and investment control over the Common Shares held directly by QVT Roiv and may be deemed to beneficially own such Common Shares. The reporting person is one of two directors of QVT P&E Roiv Hldgs Ltd. ("QVT P&E") and QVT Deferred Compensation Holdings Ltd ("QVT DCH"), sharing voting and investment control over the Common Shares held directly by QVT P&E and QVT DCH. /s/ Daniel Gold 2022-11-14