Gline Matthew 4

4 · Roivant Sciences Ltd. · Filed Apr 1, 2026

AI-generated summary of this filing

Updated Apr 1, 2026

Roivant (ROIV) CEO Matthew Gline Exercises CVARs, Sells Shares

What Happened

Matthew Gline (CEO, Director) converted 2,178,150 vested capped value appreciation rights (CVARs) on March 30, 2026; those CVARs were settled into 97,319 common shares. The reported CVAR amount associated with the conversion is $25,048,725 (reported as $11.50 per CVAR in the filing).
To satisfy tax withholding obligations, the issuer net-settled/withheld shares: 53,826 shares were withheld on March 30 at $26.41 (value $1,421,545) and 304,684 shares were withheld on March 31 at $27.70 (value $8,439,747). Combined with the CVAR amount, the related reported dispositions/settlements total approximately $34.9 million.
These actions were settlements/net-withholdings tied to awards and taxes — not open-market purchases or voluntary block sales.

Key Details

Transaction dates & amounts:
- 2026-03-30: Conversion of 2,178,150 CVARs → 97,319 common shares (CVAR amount reported $25,048,725).
- 2026-03-30: 53,826 shares withheld @ $26.41 = $1,421,545 (tax withholding).
- 2026-03-31: 304,684 shares withheld @ $27.70 = $8,439,747 (tax withholding; related to RSUs per footnote).
Shares owned after transaction: not specified in the provided excerpt of the filing.
Footnotes (simplified):
- CVARs convert into a cash/stock amount based on excess of fair market value over a hurdle price (F1).
- The 2,178,150 CVARs satisfied the hurdle and were settled into 97,319 shares using the March 30 closing price (F2).
- The issuer performed “net settlement” of CVARs and RSUs to cover tax withholding (F3, F4).
- The CVAR award was fully vested (F5).
Filing date: Form 4 filed April 1, 2026 — appears timely relative to the March 30 transaction date.

Context

This was an exercise/conversion of derivative awards (CVARs) and subsequent net-share withholding to satisfy taxes — commonly a cashless/net settlement process. These withholdings are routine and do not necessarily signal a discretionary sale for investment purposes.
For retail investors: purchases are generally more indicative of bullish insider conviction; these entries primarily reflect compensation settlement and tax withholding rather than an open-market sale.

Form 4

Period: 2026-03-30

DirectorCEO

Transactions

Exercise/Conversion
Common Shares
[F1][F2]
2026-03-30+97,319→ 17,384,400 total
Tax Payment
Common Shares
[F3]
2026-03-30$26.41/sh−53,826$1,421,545→ 17,330,574 total
Tax Payment
Common Shares
[F4]
2026-03-31$27.70/sh−304,684$8,439,747→ 17,025,890 total
Exercise/Conversion
Capped Value Appreciation Rights
[F1][F2][F5]
2026-03-30$11.50/sh−2,178,150$25,048,725→ 0 total
Exp: 2026-03-31→ Common Shares (97,319 underlying)

Footnotes (5)

[F1]Reflects the conversion of capped value appreciation rights ("CVARs") that entitle the reporting person, following the achievement of specified vesting and other conditions, to an amount equal to the product of (i) the number of vested CVARs multiplied by (ii) the excess (if any) of (A) the fair market value of a Common Share (capped at $12.68 per share) as of the relevant date of determination over (B) the applicable hurdle price reflected in column 8 of Table II above (such excess, the "CVAR Amount").
[F2]On March 30, 2026, the hurdle price applicable to 2,178,150 vested CVARs was satisfied and, accordingly, the CVARs were settled into 97,319 Common Shares, determined by dividing (i) the CVAR Amount by (ii) the closing price of a Common Share on March 30, 2026.
[F3]Represents the "net settlement" by the Issuer of CVARs in order to satisfy applicable tax withholding obligations in connection with the vesting and settlement of such CVARs.
[F4]Represents the "net settlement" by the Issuer of RSUs previously granted to the reporting person in order to satisfy applicable tax withholding obligations in connection with the vesting and settlement of such RSUs.
[F5]Award of CVARs is fully vested.

Signature

By: /s/ Jo Chen, as Attorney-in-Fact for Matthew Gline|2026-04-01

1 file