Roivant Sciences Ltd. — Director's Dealing 2023

Jun 26, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Roivant Sciences Ltd. (ROIV)
CIK: 0001635088
Period of Report: 2023-06-22

Reporting Person: Sumitomo Chemical Co., Ltd. (10% Owner)
Reporting Person: Sumitomo Pharma Co., Ltd. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-06-22	Common Shares	S	15116277	$8.60	Disposed	71251083	Indirect

Footnotes

F1: The sale reported on this Form 4 was effected pursuant to a privately negotiated transaction between Sumitomo Pharma Co., Ltd. (formerly Sumitomo Dainippon Pharma Co., Ltd.) ("Sumitomo Pharma") and four purchasers. In connection with the transaction, Sumitomo Pharma entered into a customary lock-up agreement with Roivant Sciences Ltd. ("Roivant") covering the common shares that continue to be beneficially owned by Sumitomo Pharma following the transaction, which lock-up agreement is effective through February 29, 2024.The buyers also entered into customary lock-up agreements with Roivant covering the common shares acquired in the transaction, which lock-up agreements are effective through February 29, 2024.

F2: Sumitomo Pharma directly owns 71,251,083 Common Shares. Sumitomo Pharma is a 51.76% owned subsidiary of Sumitomo Chemical Co., Ltd. ("Sumitomo"). Sumitomo may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended) the reported securities that Sumitomo Pharma owns. Sumitomo disclaims beneficial ownership of such reported securities except to the extent of its pecuniary interest therein.