Statement of Changes in Beneficial Ownership (4)
December 04 2019 - 6:08PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
Roivant Sciences Ltd. |
2. Issuer Name and Ticker or Trading Symbol
Myovant Sciences Ltd.
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MYOV
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
SUITE 1, 3RD FLOOR, 11-12 ST. JAMES'S SQUARE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/2/2019 |
(Street)
LONDON, X0 SW1Y 4LB
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Shares, par value $0.000017727 per share | 12/2/2019 | | P | | 113668 (1) | A | $18.21 (2) | 44623079 | D | |
Common Shares, par value $0.000017727 per share | 12/2/2019 | | P | | 65525 (1) | A | $18.85 (3) | 44688604 | D | |
Common Shares, par value $0.000017727 per share | 12/4/2019 | | P | | 72471 (1) | A | $17.04 (4) | 44761075 | D | |
Common Shares, par value $0.000017727 per share | 12/4/2019 | | P | | 2529 (1) | A | $17.56 (5) | 44763604 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | The transaction was a series of open market purchases made in accordance with the safe harbor of Rule 10b-18 under the Securities Exchange Act of 1934, as amended. |
(2) | The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $17.57 to $18.56, inclusive. The reporting person undertakes to provide to Myovant Sciences Ltd. ("Myovant"), any security holder of Myovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (2) to this Form 4 |
(3) | The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $18.57 to $19.00, inclusive. The reporting person undertakes to provide to Myovant, any security holder of Myovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (3) to this Form 4 |
(4) | The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $16.55 to $17.54 inclusive. The reporting person undertakes to provide to Myovant, any security holder of Myovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (4) to this Form 4 |
(5) | The price reported in Column 4 is a weighted average price. These Common Shares were purchased in multiple transactions at prices ranging from $17.55 to $17.56 inclusive. The reporting person undertakes to provide to Myovant, any security holder of Myovant, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares purchased at each separate price within the range set forth in this footnote (5) to this Form 4 |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Roivant Sciences Ltd. SUITE 1, 3RD FLOOR 11-12 ST. JAMES'S SQUARE LONDON, X0 SW1Y 4LB |
| X |
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Signatures
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/s/ Marianne Romeo Dinsmore, as Authorized Signatory | | 12/4/2019 |
**Signature of Reporting Person | Date |
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