SEC Filing | Roivant Sciences Ltd.

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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SVF Investments (UK) Ltd

(Last)

(First)

(Middle)

69 GROSVENOR STREET

(Street)

LONDON

W1K 3JP

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Roivant Sciences Ltd. [ ROIV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/10/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	11/10/2022		S		4,343,919	D	$4.75	95,031,667	I	See footnote⁽¹⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

SVF Investments (UK) Ltd

(Last)

(First)

(Middle)

69 GROSVENOR STREET

(Street)

LONDON

W1K 3JP

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SoftBank Vision Fund L.P.

(Last)

(First)

(Middle)

AZTEC GROUP HOUSE 11-15 SEATON PLACE

(Street)

ST. HELIER

JE4 0QH

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SVF Holdings (UK) LLP

(Last)

(First)

(Middle)

69 GROSVENOR STREET

(Street)

LONDON

W1K 3JP

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SB INVESTMENT ADVISERS (UK) LTD

(Last)

(First)

(Middle)

69 GROSVENOR STREET,

(Street)

LONDON

W1K 3JP

(City)

(State)

(Zip)

Explanation of Responses:

1. Securities held of record by SVF Investments (UK) Limited ("SVF Investments"). Softbank Vision Fund L.P. is the managing member of SVF Holdings (UK) LLP, which is the sole owner of SVF Investments. SB Investment Advisers (UK) Limited ("SBIA UK") has been appointed as the alternative investment fund manager ("AIFM") of SoftBank Vision Fund L.P. SBIA UK is authorized and regulated by the UK Financial Conduct Authority and is exclusively responsible for making all decisions related to the acquisition, structuring, financing and disposal of SoftBank Vision Fund L.P.'s investments.

Remarks:

The Form 3 filed by the reporting persons on October 1, 2021 inadvertently included SVF GP (Jersey) Limited as a reporting person. SVF GP (Jersey) Limited does not share beneficial ownership of the securities reported herein.

	SVF Investments (UK) Limited, By: SB Investment Advisers (UK) Limited, its manager, By: /s/ Amanda Sanchez-Barry, General Counsel	11/15/2022
	SVF Holdings (UK) LLP, By: SB Investment Advisers (UK) Limited, its manager, By: /s/ Amanda Sanchez-Barry, General Counsel	11/15/2022
	SoftBank Vision Fund L.P., By: SB Investment Advisers (UK) Limited, its manager, By: /s/ Amanda Sanchez-Barry, General Counsel	11/15/2022
	SB Investment Advisers (UK) Limited, By: /s/ Amanda Sanchez-Barry, General Counsel	11/15/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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