Roivant Sciences Ltd.·4

Apr 1, 7:19 PM ET

Sukhatme Mayukh 4

Research Summary

AI-generated summary

Updated

Roivant (ROIV) President Mayukh Sukhatme Exercises CVARs, Sells Shares

What Happened

  • Mayukh Sukhatme (President & CIO; Director) had vested capped value appreciation rights (CVARs) settle on March 30, 2026. The filing reports 1,306,889 vested CVARs were settled (reported with a derivative value of $11.50 / unit, total ~$15.03M) and converted into 58,391 Common Shares.
  • To satisfy tax-withholding obligations, the issuer performed net settlements: 29,809 shares were withheld/sold in connection with the CVAR settlement (reported at $26.41/share; proceeds $787,256) and 187,512 shares were net-settled from previously granted RSUs for taxes (reported at $27.70/share; proceeds $5,194,082). Total shares net-sold for taxes = 217,321; total proceeds ≈ $5,981,338. The CVAR settlement value reported was ~$15.03M.

Key Details

  • Transaction dates: March 30, 2026 (CVAR settlement and CVAR tax withholding); March 31, 2026 (RSU tax withholding reported).
  • Prices & reported values:
    • CVAR-related derivative reported at $11.50/unit, total reported value ≈ $15,029,224.
    • 29,809 shares withheld/sold @ $26.41 = $787,256.
    • 187,512 shares withheld/sold @ $27.70 = $5,194,082.
  • Shares acquired: 58,391 Common Shares resulted from conversion of CVARs.
  • Shares net-sold for taxes: 217,321 shares (29,809 + 187,512).
  • Shares owned after transaction: not specified in the provided excerpt of the filing.
  • Footnotes (summary):
    • F1–F2: CVARs convert to a cash/share amount based on excess of fair market value (capped at $12.68) over a hurdle price; 1,306,889 CVARs satisfied the hurdle and were settled into 58,391 shares.
    • F3–F4: "Net settlement" of CVARs and RSUs was used to satisfy tax withholding obligations (i.e., shares withheld/sold rather than separate cash payment).
    • F5: The award of CVARs reported as fully vested.
  • Filing timeliness: Report filed April 1, 2026 for March 30–31 transactions — within the typical 2-business-day Form 4 reporting window (timely).

Context

  • This was not a cash purchase — it was a derivative settlement (CVARs) and net share-withholding to cover taxes. Net settlements to cover taxes are routine and do not necessarily indicate a manager’s view of the stock.
  • For retail investors: purchases (cash-out buys) often carry more interpretive weight than exercises/withholdings. Here the key items are a sizeable CVAR payout (reported ~ $15M value) and routine net withholding sales of shares to cover tax obligations (≈ $6.0M proceeds).