0000899243-18-031450.txt : 20181220 0000899243-18-031450.hdr.sgml : 20181220 20181220061558 ACCESSION NUMBER: 0000899243-18-031450 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181218 FILED AS OF DATE: 20181220 DATE AS OF CHANGE: 20181220 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: QVT Associates GP LLC CENTRAL INDEX KEY: 0001290166 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37418 FILM NUMBER: 181244590 BUSINESS ADDRESS: STREET 1: 1177 AVENUE OF THE AMERICAS STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-705-8800 MAIL ADDRESS: STREET 1: 1177 AVENUE OF THE AMERICAS STREET 2: 9TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: QVT Offshore Ltd. CENTRAL INDEX KEY: 0001301801 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37418 FILM NUMBER: 181244591 BUSINESS ADDRESS: STREET 1: WALKERS CORPORATE SERVICES LIMITED STREET 2: WALKER HOUSE, 87 MARY STREET CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9005 BUSINESS PHONE: 212-705-8888 MAIL ADDRESS: STREET 1: WALKERS CORPORATE SERVICES LIMITED STREET 2: WALKER HOUSE, 87 MARY STREET CITY: GEORGE TOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9005 FORMER NAME: FORMER CONFORMED NAME: OVT Offshore Ltd. DATE OF NAME CHANGE: 20120503 FORMER NAME: FORMER CONFORMED NAME: QVT Overseas Ltd DATE OF NAME CHANGE: 20040830 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Axovant Sciences Ltd. CENTRAL INDEX KEY: 0001636050 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 20-22 BEDFORD ROW CITY: LONDON STATE: X0 ZIP: WC1R 4JS BUSINESS PHONE: 441-295-5950 MAIL ADDRESS: STREET 1: 20-22 BEDFORD ROW CITY: LONDON STATE: X0 ZIP: WC1R 4JS FORMER COMPANY: FORMER CONFORMED NAME: Axovant Sciences, Inc. DATE OF NAME CHANGE: 20150324 FORMER COMPANY: FORMER CONFORMED NAME: Roivant Neurosciences Ltd. DATE OF NAME CHANGE: 20150309 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-12-18 0 0001636050 Axovant Sciences Ltd. AXON 0001290166 QVT Associates GP LLC 444 MADISON AVENUE, 21ST FLOOR NEW YORK NY 10022 0 0 1 0 0001301801 QVT Offshore Ltd. 190 ELGIN AVENUE GEORGE TOWN, GRAND CAYMAN E9 KY1-9005 CAYMAN ISLANDS 0 0 1 0 Common Shares, $0.00001 par value per share 2018-12-18 4 P 0 10000000 1.00 A 99285714 I see fn QVT Financial LP, its general partner, QVT Financial GP LLC, QVT Offshore Ltd. and QVT Associates GP LLC, the general partner of certain funds managed by QVT Financial LP (collectively, "QVT"), may be deemed to have beneficial ownership over the 99,285,714 Common Shares held by Roivant Sciences Ltd. ("Roivant") because, as shareholders of Roivant, QVT may be deemed to have dispositive power and, therefore, beneficial ownership, over the Common Shares held by Roivant by virtue of governance arrangements in Roivant's bye-laws, namely, the appointment of one or more independent directors (within the meaning of that term under Roivant's bye-laws) to Roivant's board of directors. /s/ Tracy Fu 2018-12-19