SEC Form 4 · accession 0000899243-18-009452
Myovant Sciences Ltd. · MYOV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
QVT Associates GP LLC
Director · 10% Owner · Other
QVT Fund V LP
Director · 10% Owner · Other
Period of report
Apr 2, 2018
Accepted (ET)
Apr 4, 2018 · 4:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001679082
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares, $0.000017727 par value per shareF1,F2 | Apr 2, 2018 | P | 1,110,015 | $20.27 | A | 38,341,357 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1QVT Financial LP, its general partner, QVT Financial GP LLC, QVT Family Office Fund LP (f/k/a QVT Fund V LP) and QVT Associates GP LLC, the general partner of QVT Family Office Fund LP (collectively, "QVT"), may be deemed to have beneficial ownership over the 38,341,357 Common Shares held by Roivant Sciences Ltd. ("Roivant") because, as shareholders of Roivant, QVT may be deemed to have dispositive power and, therefore, beneficial ownership, over the Common Shares held by Roivant by virtue of governance arrangements in Roivant's bye-laws, namely, the appointment of one or more independent directors (within the meaning of that term under Roivant's bye-laws) to Roivant's board of directors.
- F2(continued from Footnote 1) The filing of this statement shall not be deemed an admission that QVT or Dr. Keith Manchester is the beneficial owner of the securities reported herein for the purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of QVT and Dr. Manchester expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein.
Remarks
QVT may be deemed to be a director by virtue of the fact that Dr. Manchester (the Head of Life Sciences and a Portfolio Manager at QVT Financial LP, as well as a director of Roivant), on behalf of Roivant, currently serves on the board of directors of the Issuer.