12/17/2025 | Press release | Distributed by Public on 12/17/2025 20:00
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to Buy) | $4.06 | 12/15/2025 | M | 234,096 | (3) | 04/19/2026 | Common Stock | 234,096 | $ 0 | 0 | D | ||||
| Stock Option (Right to Buy) | $12.68 | 12/15/2025 | M | 1,363,711 | (3) | 03/31/2026 | Common Stock | 1,363,711 | $ 0 | 0 | D | ||||
| Stock Option (Right to Buy) | $12.68 | 12/15/2025 | M | 2,272,852 | (3) | 03/31/2026 | Common Stock | 2,272,852 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Gline Matthew C/O ROIVANT SCIENCES LTD. 7TH FLOOR, 50 BROADWAY LONDON, X0 SW1H 0DB |
X | CEO | ||
| By: /s/ Jo Chen, as Attorney-in-Fact for Matthew Gline | 12/17/2025 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | All options exercised by the reporting person would have expired in March or April 2026 if not exercised. The transactions reported on this Form 4 represent the disposition of the entirety of the reporting person's stock options expiring in 2026. As of the date of this filing, the reporting person has disgorged to the Issuer the full amount of the disgorgable profits realized from the sale reported herein, as required by Section 16(b) of the Securities Exchange Act of 1934. |
| (2) | Represents the "net settlement" by the Issuer of stock options previously granted to the reporting person in order to satisfy the exercise price applicable to such stock options. |
| (3) | Award of stock options to purchase Common Shares that is fully vested. |