0000950170-24-028201.txt : 20240307
0000950170-24-028201.hdr.sgml : 20240307
20240307180929
ACCESSION NUMBER: 0000950170-24-028201
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240307
FILED AS OF DATE: 20240307
DATE AS OF CHANGE: 20240307
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gold Daniel Allen
CENTRAL INDEX KEY: 0001832142
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40782
FILM NUMBER: 24731688
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]
ORGANIZATION NAME: 03 Life Sciences
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
ownership.xml
4
X0508
4
2024-03-07
0001635088
Roivant Sciences Ltd.
ROIV
0001832142
Gold Daniel Allen
C/O ROIVANT SCIENCES LTD.
7TH FLOOR, 50 BROADWAY
LONDON
X0
SW1H 0DB
UNITED KINGDOM
true
false
false
false
false
Common Shares
2024-03-07
4
J
false
15518673
0.00
D
19311790
I
Held by QVT Roiv Hldgs Offshore Ltd
Common Shares
2024-03-07
4
J
false
5594064
0.00
D
6837266
I
Held by QVT Roiv Hldgs Onshore Ltd
Common Shares
2024-03-07
4
J
false
45361
0.00
D
55443
I
Held by Fourth Avenue Capital Partners LP
Common Shares
2024-03-07
4
J
false
2260661
0.00
D
2763126
I
Held by QVT P&E Roiv Hldgs Ltd
Common Shares
2024-03-07
4
J
false
11077765
0.00
D
14646796
I
Held by QVT Deferred Compensation Holdings Ltd
Common Shares
2024-03-07
4
J
false
11325233
0.00
D
23105358
I
Held by QVT Financial Investment Cayman Ltd
Common Shares
7275286
D
Common Shares
2656245
I
Held by trusts and estate planning vehicles established by the Reporting Person
On March 7, 2024, each of QVT Roiv Hldgs Onshore Ltd. and QVT Roiv Hldgs Offshore Ltd. (together, "QVT Roiv"), Fourth Avenue Capital Partners LP ("Fourth Avenue"), QVT P&E Roiv Hldgs Ltd. ("QVT P&E"), QVT Deferred Compensation Holdings Ltd ("QVT DCH") and QVT Financial Investment Cayman Ltd. ("QVT FIC") made an in-kind distribution on a pro rata basis, for no consideration.
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.
QVT Financial LP, a Delaware limited partnership, is the investment manager of QVT Roiv, and shares voting and investment control over the 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.
Management of Fourth Avenue is vested in its general partner, Fourth Avenue Capital Partners GP LLC, a Delaware limited liability company ("Fourth Avenue GP"), which may be deemed to beneficially own the Common Shares held directly by Fourth Avenue. Daniel Gold is a Managing Member of Fourth Avenue GP, sharing voting and investment control over the Common Shares held directly by Fourth Avenue 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.
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.
Includes shares reporting person received as part of the distribution described in (1) above, which is exempted under both Rule 16a-9 and Rule 16a-13 as a change in form of beneficial ownership and (i) 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 "Equity Plan"), which vested on September 15, 2023 and (ii) an annual award of restricted stock units with respect to RSU granted pursuant to the Equity Plan, which is scheduled to vest 100% on September 12, 2024, subject generally to the reporting person's continuous service through such date.
The reporting person is a trustee of trusts and estate planning vehicles, each of which were formed by the reporting person and/or his immediate family members and shares voting and investment control over the Common Shares held directly by these trusts and may be deemed to beneficially own such Common Shares.
/s/ Meg Eisner
2024-03-07