Statistiche di base
| CIK | 1679082 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Myovant Sciences Ltd
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| March 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-37929 MYOVANT SCIENCES LTD. (Exact name of registrant as specified in it |
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| March 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2023 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpor |
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| March 10, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 4) MYOVANT SCIENCES LTD. (Name of the Issuer) MYOVANT SCIENCES LTD. SUMITOVANT BIOPHARMA LTD. SUMITOMO PHARMA CO., LTD. (Names of Person(s) Filing Statement) Common Shares, $0.000017727 Par Value Per Share (Title of Clas |
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| March 10, 2023 |
MYOV / Myovant Sciences Ltd / Sumitomo Chemical Co., Ltd. - SC 13D/A Activist Investment SC 13D/A 1 d355545dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 11) Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Executive Officer, Senior Director, Global Corporate |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 10, 2023 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 21, 2023, pursuant to the provisions of Rule 12d2-2 (a). |
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| March 10, 2023 |
Amended and Restated Bye-Laws of Myovant Sciences Ltd. Exhibit 3.2 AMENDED AND RESTATED BYE-LAWS OF Myovant Sciences Ltd. (Adopted by a Resolution dated March 7, 2023 and Effective as of March 10, 2023) Bermuda Office Canon’s Court 22 Victoria Street Hamilton HM 12 Bermuda CONTENTS Bye-Law Page Interpretation 1 General Meetings 3 Notice of General Meetings 3 Proceedings at General Meetings 4 Voting 5 Proxies and Corporate Representatives 6 Written Res |
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| March 10, 2023 |
Sumitovant Biopharma Completes Acquisition of Myovant Sciences Exhibit 99.1 Sumitovant Biopharma Completes Acquisition of Myovant Sciences NEW YORK and BASEL, Switzerland, March 10, 2023 - Sumitovant Biopharma Ltd. (“Sumitovant”) and Myovant Sciences Ltd. (“Myovant”) announced today that Sumitovant has successfully completed its acquisition of Myovant originally announced October 23, 2022. Sumitovant has acquired all outstanding shares of Myovant not already |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 10, 2023 |
Memorandum of Association of Myovant Sciences Ltd. Exhibit 3.1 FORM No. 2 BERMUDA THE COMPANIES ACT 1981 MEMORANDUM OF ASSOCIATION OF COMPANY LIMITED BY SHARES Section 7(1) and (2) Myovant Sciences Ltd. (hereinafter referred to as “the Company”) 1. The liability of the members of the Company is limited to the amount (if any) for the time being unpaid on the shares respectively held by them. 2. We, the undersigned, namely, NAME ADDRESS BERMUDIAN ST |
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| March 10, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. |
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| March 6, 2023 |
MYOV / Myovant Sciences Ltd / Sumitomo Chemical Co., Ltd. - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 10)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Executive Officer, Senior Director, Global Corporate Strategy Sumitomo Pharma Co., Ltd. 6-8, Dos |
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| March 6, 2023 |
EX-99.2 Exhibit 99.2 CONFIDENTIAL March 3, 2023 Reference is made to (i) that certain Share Return Agreement, dated as of December 27, 2019 (as it may be amended from time to time in accordance with its terms, the “Share Return Agreement”), by and among Roivant Sciences Ltd. (“Roivant”), Sumitovant Biopharma Ltd. (“Sumitovant”) and Sumitomo Pharma Co., Ltd. (f/k/a Sumitomo Dainippon Pharma Co., Lt |
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| March 1, 2023 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpora |
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| February 17, 2023 |
MYOV / Myovant Sciences Ltd. / Alpine Global Management, LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 MYOVANT SCIENCES LTD. (Name of Issuer) Common shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) February 8, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Stat |
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| February 16, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3 ) MYOVANT SCIENCES LTD. (Name of the Issuer) MYOVANT SCIENCES LTD. ZEUS SCIENCES LTD. SUMITOVANT BIOPHARMA LTD. SUMITOMO PHARMA CO., LTD. (Names of Person(s) Filing Statement) Common Shares, $0.000017727 Par Value Per |
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| February 14, 2023 |
EX-99.B 2 d398847dex99b.htm EX-99.B Exhibit B POWER OF ATTORNEY The Undersigned, Hugo van Neutegem herewith gives Power of Attorney to Mrs. Nathalie M.A. Isidora-Kwidama, born in Curacao on, holder of a passport issued by the Kingdom of the Netherlands, with number, to represent the Company in the broadest sense of the word and in the best interest of the Company and further to do if were the Unde |
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| February 14, 2023 |
MYOV / Myovant Sciences Ltd. / BB BIOTECH AG - SC 13G/A Passive Investment SC 13G/A 1 d398847dsc13ga.htm SC 13G/A United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* MYOVANT SCIENCES LTD. (Name of Issuer) Common Shares (Title of Class of Securities) G637AM102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing This Statement) Check the appropriate box to design |
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| February 6, 2023 |
MYOV / Myovant Sciences Ltd. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Myovant Sciences Ltd. (Name of Issuer) Common Stock (Title of Class of Securities) G637AM102 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| February 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| January 26, 2023 |
Letter Agreement by and between Myovant Sciences GmbH and Pfizer, Inc. dated December 5, 2022. Exhibit 10.2 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. December 5, 2022 Re: Co-Promotion of MYFEMBREE in Canada Under the Collaboration and License Agreement by and between MYOVANT SCIENCES GMBH (“Myovant”) and PFIZER INC. (“Pfizer”), dated as of |
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| January 26, 2023 |
280174871 v1 Exhibit 10.3 Execution Version FIRST AMENDMENT TO LOAN AGREEMENT THIS FIRST AMENDMENT TO LOAN AGREEMENT (this “Amendment”), dated as of December 24, 2022, is made by and among Sumitomo Pharma Co., Ltd. (f/k/a Sumitomo Dainippon Pharma Co., Ltd.), a company (Kabushiki Kaisha) incorporated under the laws of Japan (the “Lender”), Myovant Sciences Ltd., an exempted company organized under |
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| January 26, 2023 |
Myovant Sciences Announces Corporate Updates and Financial Results for Third Fiscal Quarter 2022 Exhibit 99.1 Myovant Sciences Announces Corporate Updates and Financial Results for Third Fiscal Quarter 2022 •Third fiscal quarter 2022 total revenue of $100.2 million; including net product revenue of $61.4 million •Net product revenue from U.S. sales of ORGOVYX® of $48.7 million in third fiscal quarter 2022, with sequential quarterly demand volume growth of 13% and cumulative patients estimated |
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| January 26, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number |
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| January 26, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2023 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorp |
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| January 23, 2023 |
DEFM14A 1 ny20005635x10defm14a.htm DEFM14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissio |
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| January 23, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2 ) MYOVANT SCIENCES LTD. (Name of the Issuer) MYOVANT SCIENCES LTD. ZEUS SCIENCES LTD. SUMITOVANT BIOPHARMA LTD. SUMITOMO PHARMA CO., LTD. (Names of Person(s) Filing Statement) Common Shares, $0.000017727 Par Value Per |
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| January 6, 2023 |
Skadden, Arps, Slate, Meagher & Flom llp Skadden, Arps, Slate, Meagher & Flom llp FIRM/AFFILIATE OFFICES - BOSTON CHICAGO HOUSTON LOS ANGELES PALO ALTO WASHINGTON, D. |
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| January 6, 2023 |
SC 13E3/A 1 ny20005635x8sc13e3a.htm SC 13E3/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) MYOVANT SCIENCES LTD. (Name of the Issuer) MYOVANT SCIENCES LTD. ZEUS SCIENCES LTD. SUMITOVANT BIOPHARMA LTD. SUMITOMO PHARMA CO., LTD. (Names of Person(s) Filing Statemen |
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| January 6, 2023 |
PRER14A 1 ny20005635x7prer14a.htm FORM PRER14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for |
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| December 9, 2022 |
Exhibit (c)(4) |
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| December 9, 2022 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 MYOVANT SCIENCES LTD. (Name of the Issuer) MYOVANT SCIENCES LTD. ZEUS SCIENCES LTD. SUMITOVANT BIOPHARMA LTD. SUMITOMO PHARMA CO., LTD. (Names of Person(s) Filing Statement) Common Shares, $0.000017727 Par Value Per Share (Title of Cla |
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| December 9, 2022 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 13E-3 (Form Type) MYOVANT SCIENCES LTD. |
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| December 9, 2022 |
Exhibit (c)(3) S T R I C T L Y P R I V A T E A N D C O N F I D E N T I A L October 23rd, 2022 Project Zeus Presentation to the Board of Directors C O N F I D E N T I A L P R O J E C T Z E U S Preliminary Working Draft ? For Discussion Purposes Only Zeus last 12 months stock price performance ? for reference only Source: Company filings, press releases, FactSet as of 10/21/22 Note: Unaffected date (09/30/22) represents last trading day before Sparrow submitted non-binding offer to acquire remaining shares in Zeus 10/22 final proposal: $27. |
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| December 9, 2022 |
Exhibit (c)(9) |
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| December 9, 2022 |
Exhibit (c)(8) |
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| December 9, 2022 |
Exhibit (c)(5) |
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| December 9, 2022 |
Exhibit (c)(10) |
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| December 9, 2022 |
Exhibit (c)(7) |
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| December 9, 2022 |
Exhibit (c)(6) |
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| December 9, 2022 |
Exhibit (c)(2) S T RI C T L Y P RI V A T E A ND CO NF I D E NT I A L September 27, 2022 Project Lynx Presentation to the Board of Directors C O N F I D E N T I A L P RO J E CT L Y NX Source: Company filings, press releases, FactSet as of 09/23/22 Preliminary Draft ? For Discussion Purposes Only Lynx last 12 months stock price performance ? for reference only Sep-21 Dec-21 Feb-22 Apr-22 Jul-22 Sep-22 $5. |
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| December 8, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ |
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| December 8, 2022 |
Exhibit 107 CALCULATION OF FILING FEE TABLES Schedule 14A (Form Type) Myovant Sciences Ltd. |
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| October 26, 2022 |
Exhibit 10.2 EXECUTION COPY CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. AMENDMENT NO. 3 TO MARKET ACCESS SERVICES AGREEMENT This Amendment No. 3 (this ?Amendment?) is entered into as of March 15, 2021 (the ?Amendment Effective Date?) by and between |
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| October 26, 2022 |
Exhibit 10.3 CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. AMENDMENT NO. 4 TO MARKET ACCESS SERVICES AGREEMENT This Amendment No. 4 (this ?Amendment?) is entered into as of August 9, 2022 (the ?Amendment Effective Date?) by and between Sunovion Pharma |
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| October 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| October 26, 2022 |
Letter Agreement by and between Myovant Sciences GmbH and Pfizer, Inc. dated September 19, 2022. Exhibit 10.4 CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. September 19, 2022 Re: Canada Termination ? Section 15.5 of Collaboration and License Agreement between Myovant Sciences GmbH (?Myovant?) and Pfizer Inc. (?Pfizer?) dated as of December 26, 20 |
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| October 26, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorp |
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| October 26, 2022 |
Exhibit 10.1 EXECUTION COPY CONFIDENTIAL CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. AMENDED AND RESTATED MANUFACTURING & SERVICES AGREEMENT BY AND BETWEEN EXCELLA GMBH & CO. KG, AND MYOVANT SCIENCES GMBH. EFFECTIVE DATE: April 04, 2019 RESTATEMENT |
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| October 26, 2022 |
Myovant Sciences Announces Corporate Updates and Financial Results for Second Fiscal Quarter 2022 Exhibit 99.1 Myovant Sciences Announces Corporate Updates and Financial Results for Second Fiscal Quarter 2022 ?On October 23, 2022, Sumitovant Biopharma Ltd. (Sumitovant), in conjunction with parent company Sumitomo Pharma Co., Ltd. (Sumitomo Pharma), and Myovant Sciences (Myovant) announced that they have entered into a definitive agreement pursuant to which Sumitovant will acquire all outstandi |
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| October 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| October 24, 2022 |
Exhibit 99.1 Sumitovant Biopharma, Sumitomo Pharma, and Myovant Sciences Enter into Definitive Agreement Sumitovant Biopharma to Acquire all Outstanding Shares of Myovant for $27 Per Share in Cash Combination Provides Expertise and Resources to Address Unmet Patient Needs in Women?s Health and Prostate Cancer Agreement Unanimously Recommended by Special Committee of Myovant?s Independent Directors |
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| October 24, 2022 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among SUMITOVANT BIOPHARMA LTD., ZEUS SCIENCES LTD., MYOVANT SCIENCES LTD. and, solely with respect to Article IX and Annex A, SUMITOMO PHARMA CO., LTD. Dated as of October 23 , 2022 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 3 Section 1.04 Effects 3 Sec |
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| October 24, 2022 |
Exhibit 99.1 Sumitovant Biopharma, Sumitomo Pharma, and Myovant Sciences Enter into Definitive Agreement Sumitovant Biopharma to Acquire all Outstanding Shares of Myovant for $27 Per Share in Cash Combination Provides Expertise and Resources to Address Unmet Patient Needs in Women’s Health and Prostate Cancer Agreement Unanimously Recommended by Special Committee of Myovant’s Independent Directors |
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| October 24, 2022 |
Exhibit 10.1 EXECUTION VERSION VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT, dated as of October 23 , 2022 (this “Agreement”), is made and entered into by and between Myovant Sciences Ltd., a Bermuda exempted company limited by shares (the “Company”), and Sumitovant Biopharma Ltd., a Bermuda exempted company limited by shares (“Shareholder”). Capitalized terms used in this Agreem |
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| October 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorp |
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| October 24, 2022 |
Exhibit 10.1 EXECUTION VERSION VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT, dated as of October 23 , 2022 (this ?Agreement?), is made and entered into by and between Myovant Sciences Ltd., a Bermuda exempted company limited by shares (the ?Company?), and Sumitovant Biopharma Ltd., a Bermuda exempted company limited by shares (?Shareholder?). Capitalized terms used in this Agreem |
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| October 24, 2022 |
Exhibit 99.3 Business Partner Email Exhibit 99.3 Business Partner Email Dear [Name], As a valued partner of Myovant, I am reaching out today to share some exciting news about our company. A short time ago, Myovant announced that we have entered into an agreement to be acquired by our majority shareholder Sumitovant Biopharma, a subsidiary of Sumitomo Pharma. This represents a significant milestone in our mission to redefine care and |
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| October 24, 2022 |
MYOV / Myovant Sciences Ltd. / Sumitomo Chemical Co., Ltd. - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Executive Officer, Senior Director, Global Corporate Strategy Sumitomo Pharma Co., Ltd. 6-8, Doshomachi 2- |
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| October 24, 2022 |
Exhibit 99.2 To: All Employees Date: October 23, 2022 Dear Colleagues, I have exciting and important news to share with you. Today, we announced that Myovant has entered into an agreement where Sumitovant Biopharma, our majority shareholder, will acquire the remaining shares of Myovant for $27.00 per share. I believe that this agreement fully recognizes the value of the company that we?ve built an |
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| October 24, 2022 |
Exhibit 99.2 To: All Employees Date: October 23, 2022 Dear Colleagues, I have exciting and important news to share with you. Today, we announced that Myovant has entered into an agreement where Sumitovant Biopharma, our majority shareholder, will acquire the remaining shares of Myovant for $27.00 per share. I believe that this agreement fully recognizes the value of the company that we’ve built an |
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| October 24, 2022 |
Exhibit 99.3 Business Partner Email Exhibit 99.3 Business Partner Email Dear [Name], As a valued partner of Myovant, I am reaching out today to share some exciting news about our company. A short time ago, Myovant announced that we have entered into an agreement to be acquired by our majority shareholder Sumitovant Biopharma, a subsidiary of Sumitomo Pharma. This represents a significant milestone in our mission to redefine care and |
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| October 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorp |
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| October 24, 2022 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among SUMITOVANT BIOPHARMA LTD., ZEUS SCIENCES LTD., MYOVANT SCIENCES LTD. and, solely with respect to Article IX and Annex A, SUMITOMO PHARMA CO., LTD. Dated as of October 23 , 2022 TABLE OF CONTENTS Page ARTICLE I THE MERGER 2 Section 1.01 The Merger 2 Section 1.02 Closing 2 Section 1.03 Effective Time 3 Section 1.04 Effects 3 Sec |
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| October 24, 2022 |
Exhibit 4 Date: October 21st, 2022 Sumitomo Pharma Co., Ltd. 6-8, Doshomachi 2-chome, Chuo-ku, Osaka Osaka 541-0045, Japan Attention: Hiroshi Nomura Representative Director, President and CEO Facility Commitment Letter Ladies and Gentlemen: You have advised Sumitomo Mitsui Banking Corporation (?SMBC?, ?we? or ?us?) that Sumitomo Pharma Co., Ltd. (the ?Borrower?, the ?Purchaser? or ?SMP?) intends ( |
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| October 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 21, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File Number) Bermuda 98-1343578 (State or other jurisdiction of inc |
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| October 3, 2022 |
MYOV / Myovant Sciences Ltd. / Sumitomo Chemical Co., Ltd. - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 8)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Executive Officer, Senior Director, Global Corporate Strategy Sumitomo Pharma Co., Ltd. 6-8, Dosh |
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| October 3, 2022 |
EX-99.2 Exhibit 99.2 September 30, 2022 Audit Committee of the Board of Directors Myovant Sciences Ltd. 11-12 St. James’s Square, 3rd Floor London SW1Y 4LB United Kingdom Members of the Audit Committee: On behalf of Sumitovant Biopharma Ltd. (“Sumitovant”) and Sumitomo Pharma Co., Ltd. (“Sumitomo”), we are pleased to submit a non-binding proposal (the “Proposal”) under which Sumitovant would acqui |
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| October 3, 2022 |
Exhibit 99.1 MYOVANT SCIENCES SPECIAL COMMITTEE OF BOARD CONFIRMS RECEIPT OF PRELIMINARY, NON-BINDING PROPOSAL FROM SUMITOVANT BIOPHARMA AND SUMITOMO PHARMA TO ACQUIRE REMAINING SHARES BASEL, Switzerland, October 2, 2022 ? Myovant Sciences Ltd. (NYSE: MYOV) (the ?Company?) confirmed today that it has received a preliminary, non-binding proposal (the ?Proposal?) from Sumitovant Biopharma Ltd. (?Sum |
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| October 3, 2022 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of inco |
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| July 28, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.?) Filed by the Registrant ? ? ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission On |
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| July 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| July 27, 2022 |
Myovant Sciences Announces Corporate Updates and Financial Results for First Fiscal Quarter 2022 Exhibit 99.1 Myovant Sciences Announces Corporate Updates and Financial Results for First Fiscal Quarter 2022 ?First fiscal quarter 2022 total revenue of $116.5 million, including net product revenue of $41.4 million ?Net product revenue from U.S. sales of ORGOVYX? of $36.0 million in first fiscal quarter 2022, with sequential quarterly demand volume growth of 26% and cumulative patients estimated |
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| July 27, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpora |
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| July 27, 2022 |
Letter of Understanding between Myovant Sciences, Inc. and Matthew Lang. Exhibit 10.1 TO: Matt Lang FROM: Dave Marek, Chief Executive Officer (CEO) DATE: April 15, 2021 SUBJECT: LETTER OF UNDERSTANDING - EXPATRIATE ASSIGNMENT This letter (the ?Offer Letter?) confirms our mutual understanding of the terms and conditions applicable to your assignment (the ?Assignment?) effective June 1, 2021. This letter shall be read in conjunction with your Amended and Restated Employm |
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| July 27, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37929 |
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| May 11, 2022 |
Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries of MYOVANT SCIENCES LTD. Name of Subsidiary Jurisdiction of Incorporation or Organization Myovant Sciences, Inc. Delaware Myovant Holdings Ltd. England and Wales Myovant Sciences GmbH Switzerland Myovant Sciences Ireland Limited Ireland Myovant Treasury, Inc. Delaware Myovant Treasury Holdings, Inc. Delaware |
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| May 11, 2022 |
dated March 24, 2022, by and between the Registrant and Takeda Pharmaceuticals International AG. Exhibit 10.7 CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Amendment No. 4 to License Agreement This Amendment No. 4 (this ?Amendment?) to the License Agreement, dated April 29, 2016, as previously amended effective August 30, 2016, November 19, 2019 |
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| May 11, 2022 |
Non-Executive Director Compensation Policy Exhibit 10.40 Non-Executive Director Compensation Policy of Myovant Sciences Ltd. (this ?Policy?) (effective April 1, 2022) Non-Executive Directors1 of Myovant Sciences, Ltd. (the ?Company?) are compensated for service on the Board of Directors of the Company (the ?Board?) through a combination of cash retainer and equity grants. In addition, the Company reimburses Non-Executive Directors for reas |
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| May 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorporat |
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| May 10, 2022 |
Exhibit 99.1 Myovant Sciences Announces Corporate Updates and Financial Results for Fourth Fiscal Quarter and Fiscal Year Ended March 31, 2022 ?Fiscal year 2021 total revenue of $231.0 million, including net product revenues of $94.3 million; fourth fiscal quarter 2021 total revenues of $57.6 million, including net product revenue of $32.4 million ?European Commission approval of ORGOVYX? as the f |
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| April 8, 2022 |
Calculation of Filing Fee Table Form S-8 Myovant Sciences Ltd. Table 1: Newly Registered Securities Exhibit 107 Calculation of Filing Fee Table Form S-8 Myovant Sciences Ltd. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share (2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Shares, $0.000017727 par value per share 457(h) 3,794,337 $ 13.76 $ 52,210,077.12 |
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| April 8, 2022 |
As filed with the Securities and Exchange Commission on April 8, 2022 As filed with the Securities and Exchange Commission on April 8, 2022 Registration No. |
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| March 25, 2022 |
Amendment No.1 to 2020 Inducement Plan Exhibit 10.1 FIRST AMENDMENT TO MYOVANT SCIENCES LTD. 2020 INDUCEMENT PLAN This First Amendment amends the 2020 Inducement Plan (the ?Plan?) of Myovant Sciences Ltd. (the ?Company?). Unless otherwise specifically defined herein, each capitalized term used herein shall have the meaning afforded such term under the Plan. W I T N E S S E T H: WHEREAS, at the meeting on March 22, 2022, the Compensatio |
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| March 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpor |
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| February 11, 2022 |
MYOV / Myovant Sciences Ltd. / BB BIOTECH AG - SC 13G/A Passive Investment SC 13G/A United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* MYOVANT SCIENCES LTD. (Name of Issuer) Common Shares (Title of Class of Securities) G637AM102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing This Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 4, 2022 |
MYOV / Myovant Sciences Ltd. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Myovant Sciences Ltd. (Name of Issuer) Common Stock (Title of Class of Securities) G637AM102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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| January 26, 2022 |
Exhibit 99.1 Myovant Sciences Announces Financial Results for Third Quarter of Fiscal Year 2021 and Corporate Updates ?Third fiscal quarter 2021 total revenues of $54.4 million, including net product revenue of $29.3 million ?Net product revenue from U.S. sales of ORGOVYX? of $24.4 million, reflecting 40% sequential volume growth compared to second fiscal quarter 2021, partially offset by a lower |
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| January 26, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorp |
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| January 26, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number |
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| January 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2022 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorp |
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| January 10, 2022 |
Myovant Sciences Announces Preliminary Financial Results for Third Quarter of Fiscal Year 2021 Exhibit 99.1 Myovant Sciences Announces Preliminary Financial Results for Third Quarter of Fiscal Year 2021 ?Estimated total revenue of $54.0-$55.0 million, including net product revenue of $28.8-$29.8 million ?Estimated ORGOVYX? net product revenue of $24.2-$24.6 million, reflecting 40% sequential volume growth compared to fiscal second quarter 2021, partially offset by a lower net price ?Estimat |
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| November 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 4, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorp |
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| October 27, 2021 |
EXHIBIT 99.10 JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Shares, par value $0.000017727 per share, of Myovant Sciences Ltd. (this ?Agreement?), is being filed, and all amendments theret |
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| October 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 7)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Senior Director, Global Corporate Strategy Sumitomo Dainippon Pharma Co., Ltd. 6-8, Doshomac |
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| October 26, 2021 |
Letter Agreement, dated July 27, 2021, by and between Myovant Sciences GmbH and Pfizer, Inc. Exhibit 10.3 CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. July 27, 2021 Re: Collaboration License Agreement by and between MYOVANT SCIENCES GMBH (?Myovant?) and PFIZER INC. (?Pfizer?), dated as December 26, 2020 (the ?Myovant/Pfizer Agreement?) This |
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| October 26, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| October 26, 2021 |
Exhibit 10.1 MYOVANT SCIENCES, INC. EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?) is hereby made between Myovant Sciences, Inc. (the ?Company?) and Uneek Mehra (the ?Executive?) (collectively, the ?Parties?). This Agreement shall become effective on August 12, 2021 (the ?Effective Date?). RECITALS A. The Company desires the association and services of the Executive and Executive |
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| October 26, 2021 |
Exhibit 10.2 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (this ?Agreement?) is hereby entered into as of August 11, 2021, by and between Frank Karbe, an individual (the ?Employee?), and Myovant Sciences, Inc. (the ?Company?), on behalf of itself, and its direct and indirect parents, subsidiaries and affiliated entities (collectively, the ?Company Group?). |
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| October 26, 2021 |
EX-99.1 2 a09302021myovantex991.htm EX-99.1 Exhibit 99.1 Myovant Sciences Announces Financial Results for Second Quarter of Fiscal Year 2021 and Corporate Updates •Second fiscal quarter 2021 total revenues of $77.9 million; net product revenue from U.S. sales of ORGOVYX® of $18.7 million and MYFEMBREE® of $0.6 million •Estimated 8,000 cumulative patients treated with ORGOVYX through September 2021 |
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| October 26, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorp |
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| September 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 6)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Senior Director, Global Corporate Strategy Sumitomo Dainippon Pharma Co., Ltd. 6-8, Doshomac |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpor |
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| July 28, 2021 |
dated May 4, 2021, by and between Exhibit 10.2 CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. May 4, 2021 Re: Collaboration License Agreement by and between MYOVANT SCIENCES GMBH (?Myovant?) and PFIZER INC. (?Pfizer?), dated as December 26, 2020 (the ?Myovant/Pfizer Agreement?) This si |
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| July 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| July 28, 2021 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.??) Filed by the Registrant ? ? ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? ? ? Preliminary Proxy Statement ? ? ?? ? ? Confidential, for Use of the Commissi |
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| July 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| July 28, 2021 |
EX-99.1 2 a06302021myovantex991.htm EX-99.1 Exhibit 99.1 Myovant Sciences Announces Financial Results for First Quarter of Fiscal Year 2021 and Corporate Updates •First fiscal quarter 2021 total revenues of $41.1 million; net product revenue from U.S. sales of ORGOVYX® of $10.5 million and MYFEMBREE® of $1.1 million •MYFEMBREE approved by the U.S. FDA in May 2021 as the first and only once-daily o |
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| July 28, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpora |
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| July 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorporat |
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| June 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorporat |
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| May 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorporat |
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| May 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorporat |
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| May 17, 2021 |
Amendment No. 5 to Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 5)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $$0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Senior Director, Global Corporate Strategy Sumitomo Dainipp |
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| May 17, 2021 |
Exhibit 99.7 Certain information has been excluded from the exhibit because it is not material and would likely cause competitive harm to the company if publicly disclosed. [***] indicates the redacted confidential portions of this exhibit. SECURITIES PURCHASE PLAN This agreement with respect to the securities purchase plan, as supplemented by Appendix A attached hereto (this ?Purchase Plan?), is |
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| May 17, 2021 |
Exhibit 99.8 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned, hereby constitutes and appoints each of Swathi Padmanabhan and Thomas Short, signing singly and with full power of substitution and resubstitution, the undersigned?s true and lawful attorney-in-fact to: (1) execute for and on behalf of each of the undersigned, in the undersigned?s capacity as an executive officer |
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| May 17, 2021 |
Exhibit 99.9 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned, hereby constitutes and appoints each of Swathi Padmanabhan and Thomas Short, signing singly and with full power of substitution and resubstitution, the undersigned?s true and lawful attorney-in-fact to: (1) execute for and on behalf of each of the undersigned, in the undersigned?s capacity as an executive officer |
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| May 11, 2021 |
Exhibit 10.17 CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXECUTION COPY AMENDMENT NO. 2 TO MARKET ACCESS SERVICES AGREEMENT This Amendment No. 2 (this ?Amendment?) is entered into as of January 25, 2021 (the ?Amendment Effective Date?) by and betwe |
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| May 11, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorporat |
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| May 11, 2021 |
Exhibit 10.25 EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?), is hereby made between Myovant Sciences, Inc. (the ?Company?) and David Marek (?you?) (collectively, the ?Parties?). This Agreement shall become effective on January 4, 2021 (the ?Effective Date?). WHEREAS, the Company desires for you to provide services to the Company, and wishes to provide you with certain compensati |
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| May 11, 2021 |
Exhibit 10.35 MYOVANT SCIENCES LTD. RESTRICTED STOCK UNIT GRANT NOTICE (2016 EQUITY INCENTIVE PLAN) (NON-U.S. EMPLOYEES) Myovant Sciences Ltd. (the ?Company?), pursuant to its 2016 Equity Incentive Plan (the ?Plan?), hereby awards to Participant a Restricted Stock Unit Award for the number of shares of the Company?s Common Stock (?Restricted Stock Units?) set forth below (the ?Award?). The Award i |
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| May 11, 2021 |
Exhibit 99.1 Myovant Sciences Announces Corporate Updates and Financial Results for Fourth Fiscal Quarter and Fiscal Year Ended March 31, 2021 ?Fourth fiscal quarter 2020 total revenues of $24.6 million; net product revenue from sales of ORGOVYX in the U.S. of $3.6 million ?FDA review of New Drug Application for relugolix combination tablet for uterine fibroids remains on track for a decision by J |
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| May 11, 2021 |
Form of 2021 Incentive Bonus Letter with Executive Officers. Exhibit 10.42 [DATE] Dear , In recognition of your ongoing key contributions and continued importance to the success of Myovant Sciences, Inc. (the ?Company?), I am pleased to offer you a special, one-time cash retention bonus, subject the terms and conditions described in this letter (this ?Letter Agreement?). You are eligible to receive a cash retention bonus equal to 1 of your current fiscal ye |
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| May 11, 2021 |
Exhibit 10.13 CERTAIN INFORMATION IDENTIFIED BY ?[***]? HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. EXECUTION COPY COMMERCIAL MANUFACTURING & SUPPLY AGREEMENT BY AND BETWEEN TAKEDA PHARMACEUTICAL COMPANY LIMITED AND MYOVANT SCIENCES GMBH DATE: MAY 30, 2018 COMMERCIAL MANUFACTURING & SUPPLY |
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| May 11, 2021 |
Exhibit 10.27 MYOVANT SCIENCES, INC. EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?) is hereby made between Myovant Sciences, Inc. (the ?Company?) and Lauren Merendino (the ?Executive?) (collectively, the ?Parties?). This Agreement shall become effective on April 5, 2021 (the ?Effective Date?). RECITALS A. The Company desires the association and services of the Executive and her s |
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| May 11, 2021 |
, dated as of January 3, 2021, by and between Lynn Seely and Myovant Sciences, Inc. Exhibit 10.26 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (this ?Agreement?) is hereby entered into as of January 3, 2021 by and between Lynn Seely, M.D, an individual (the ?Employee?), and Myovant Sciences, Inc. (the ?Company?), on behalf of itself, and its direct and indirect parents, subsidiaries and affiliated entities (collectively, the ?Company Grou |
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| May 11, 2021 |
Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries of MYOVANT SCIENCES LTD. Name of Subsidiary Jurisdiction of Incorporation or Organization Myovant Sciences, Inc. Delaware Myovant Holdings Ltd. England and Wales Myovant Sciences GmbH Switzerland Myovant Sciences Ireland Limited Ireland Myovant Treasury, Inc. Delaware Myovant Treasury Holdings, Inc. Delaware |
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| May 11, 2021 |
Non-Employee Director Compensation Policy. Exhibit 10.43 Non-Executive Director Compensation Policy of Myovant Sciences Ltd. (this ?Policy?) (effective April 1, 2021) Non-Executive Directors1 of Myovant Sciences, Ltd. (the ?Company?) are compensated for service on the Board of Directors of the Company (the ?Board?) through a combination of cash retainer and equity grants. In addition, the Company reimburses Non-Executive Directors for reas |
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| May 11, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37929 |
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| May 11, 2021 |
Exhibit 10.40 MYOVANT SCIENCES LTD. RESTRICTED STOCK UNIT GRANT NOTICE (2020 INDUCEMENT PLAN) (NON-U.S. EMPLOYEES) Myovant Sciences Ltd. (the ?Company?), pursuant to its 2020 Inducement Plan (the ?Plan?), hereby awards to Participant a Restricted Stock Unit Award for the number of shares of the Company?s Common Stock (?Restricted Stock Units?) set forth below (the ?Award?). The Award is subject to |
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| April 6, 2021 |
As filed with the Securities and Exchange Commission on April 6, 2021 Registration No. |
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| February 12, 2021 |
SC 13G/A United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* MYOVANT SCIENCES LTD. (Name of Issuer) Common Shares (Title of Class of Securities) G637AM102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing This Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 11, 2021 |
Exhibit 10.1 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. AMENDMENT NO.1 TO CONSULTING AGREEMENT This Amendment No.1 (this “Amendment”) to the Consulting Agreement (the “Consulting Agreement”) dated May 18, 2020, effective as of May 11, 2020, by and betwe |
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| February 11, 2021 |
Exhibit 10.3 Sumitomo Dainippon Pharma Co., Ltd. 3-1, Kyobashi 1-chome, Chuo-ku, Tokyo 104-8356, Japan December 22, 2020 Myovant Sciences Ltd. Suite 1, 3rd Floor, 11-12 St. James’s Square, London, SW1Y 4LB, United Kingdom c/o Myovant Sciences, Inc. 2000 Sierra Point Parkway, 9th Floor Brisbane, CA 94005, the United States of America Re: $200,000,000 Credit Facility Ladies and Gentlemen: Reference |
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| February 11, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number |
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| February 11, 2021 |
Exhibit 10.4 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. EXECUTION COPY AMENDMENT NO. 1 TO MARKET ACCESS SERVICES AGREEMENT This Amendment No. 1 (this “Amendment”) is entered into as of December 14, 2020 (the “Amendment Effective Date”) by and between Su |
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| February 11, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incor |
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| February 11, 2021 |
Exhibit 10.2 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. Amendment No. 2 to License Agreement This Amendment No. 2 (this "Amendment") to the License Agreement, dated April 29, 2016, as previously amended effective November 19, 2019 (the “License Agreemen |
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| February 11, 2021 |
Exhibit 10.5 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. EXECUTION VERSION COLLABORATION AND LICENSE AGREEMENT by and between MYOVANT SCIENCES GMBH and PFIZER INC. Dated as of December 26, 2020 TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 ARTICLE II. GOVER |
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| February 11, 2021 |
Exhibit 99.1 Myovant Sciences Announces Corporate Updates and Financial Results for Third Quarter of Fiscal Year 2020 •ORGOVYXTM (relugolix) approved by the U.S. Food and Drug Administration (FDA) in December 2020 as the first and only oral GnRH receptor antagonist for adult patients with advanced prostate cancer; ORGOVYX launched in the U.S. in early January 2021 •Announced collaboration with Pfi |
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| January 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2021 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpo |
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| December 28, 2020 |
Entry into a Material Definitive Agreement - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 26, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incor |
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| December 18, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incor |
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| November 12, 2020 |
S-8 1 brhc10016789s8.htm S-8 As filed with the Securities and Exchange Commission on November 12, 2020 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MYOVANT SCIENCES LTD. (Exact name of registrant as specified in its charter) Bermuda 98-1343578 (State or other jurisdiction of incorporat |
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| November 12, 2020 |
Exhibit 99.1 Myovant Sciences Announces Corporate Updates and Financial Results for Second Quarter Fiscal Year 2020 •FDA Priority Review of New Drug Application (NDA) for relugolix monotherapy tablet for advanced prostate cancer on track for decision by December 20, 2020 target action date •NDA for relugolix combination tablet for uterine fibroids accepted for FDA review with a decision expected b |
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| November 12, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incor |
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| November 12, 2020 |
Form of Option Grant Notice and Option Agreement under 2020 Inducement Plan. Exhibit 10.6 MYOVANT SCIENCES LTD. STOCK OPTION GRANT NOTICE (2020 INDUCEMENT PLAN) Myovant Sciences Ltd. (the “Company”), pursuant to its 2020 Inducement Plan (the “Plan”), hereby grants to Optionholder an option to purchase the number of common shares of the Company set forth below. This option is subject to all of the terms and conditions as set forth in this notice, in the Option Agreement, th |
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| November 12, 2020 |
Exhibit 10.3 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. Sumitomo Dainippon Pharma Co., Ltd. 13-1, Kyobashi 1-chome, Chuo-ku, Tokyo 104-8356, Japan Phone : [***] Telefax : [***] August 5, 2020 Myovant Sciences Ltd. Suite 1, 3rd Floor, 11-12 St. James’s S |
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| November 12, 2020 |
Form of Restricted Stock Unit Grant Notice and Exhibit 10.7 Myovant Sciences Ltd. Restricted Stock Unit Grant Notice (2020 Inducement Plan) Myovant Sciences Ltd. (the “Company”), pursuant to its 2020 Inducement Plan (the “Plan”), hereby awards to Participant a Restricted Stock Unit Award for the number of shares of the Company’s Common Stock (“Restricted Stock Units”) set forth below (the “Award”). The Award is subject to all of the terms and |
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| November 12, 2020 |
Exhibit 10.5 MYOVANT SCIENCES LTD. 2020 INDUCEMENT PLAN ADOPTED BY THE COMPENSATION COMMITTEE: NOVEMBER 4, 2020 1. GENERAL. (a) Eligible Stock Award Recipients. Newly hired Employees who were not previously an employee of the Company or an Affiliate or who are entering into employment following a bona fide period of non-employment with the Company or an Affiliate are eligible to receive Stock Awar |
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| November 12, 2020 |
Exhibit 10.1 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. MARKET ACCESS SERVICES AGREEMENT This Market Access Services Agreement (this “Agreement”) is entered into as of August 1, 2020 (the “Effective Date”) by and between Sunovion Pharmaceuticals Inc., a |
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| November 12, 2020 |
Exhibit 10.4 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. Sumitomo Dainippon Pharma Co., Ltd. 13-1, Kyobashi 1-chome, Chuo-ku, Tokyo 104-8356, Japan Phone : [***] Telefax : [***] September 29, 2020 Myovant Sciences Ltd. Suite 1, 3rd Floor, 11-12 St. James |
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| November 12, 2020 |
Exhibit 10.2 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. COMMERCIAL MANUFACTURING & SUPPLY AGREEMENT BY AND BETWEEN EXCELLA GMBH & CO. kG, AND MYOVANT SCIENCES GMBH. DATE: April 04, 2019 [Myovant 28 March 2019] CONFIDENTIAL MANUFACTURING & SERVICES AGREE |
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| November 12, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| September 17, 2020 |
Submission of Matters to a Vote of Security Holders - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) Bermuda 001-37929 98-1343578 (State or other jurisdiction of incorporation) (Commission |
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| August 11, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpo |
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| August 11, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| August 11, 2020 |
Exhibit 99.1 Myovant Sciences Announces Corporate Updates and Financial Results for First Quarter Fiscal Year 2020 •New Drug Application (NDA) for relugolix monotherapy tablet in advanced prostate cancer accepted for Priority Review by the FDA with target action date of December 20, 2020 •NDA for relugolix combination tablet in uterine fibroids submitted in May 2020 •Additional USD 200 million low |
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| August 11, 2020 |
Exhibit 10.1 CERTAIN Information Identified by “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into as of May 18, 2020, effective as of May 11, 2020 (“Effective Date”), by and between Myovant Sciences GmbH ( |
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| August 5, 2020 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) Bermuda 001-37929 98-1343578 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 24, 2020 |
DEF 14A 1 nc10012491x2def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, |
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| July 24, 2020 |
DEFA14A 1 nc10012491x1defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Comm |
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| May 19, 2020 |
TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 19, 2020 Registration No. |
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| May 18, 2020 |
Exhibit 99.1 Myovant Sciences Provides Recent Corporate Updates and Reports Financial Results for Fourth Fiscal Quarter and Full Fiscal Year Ended March 31, 2020 - Co-primary endpoints and six key secondary endpoints met in Phase 3 SPIRIT 2 study in women with endometriosis, with results from the Phase 3 SPIRIT 1 study expected in the second quarter of calendar year 2020 - New Drug Application (ND |
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| May 18, 2020 |
As filed with the Securities and Exchange Commission on May 18, 2020 Registration No. |
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| May 18, 2020 |
Exhibit 10.4 CERTAIN Information Identified by “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. EXECUTION VERSION LICENSE AGREEMENT by and between TAKEDA PHARMACEUTICALS INTERNATIONAL AG and ROIVANT ENDOCRINOLOGY LTD. Dated as of April 29, 2016 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 ARTICL |
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| May 18, 2020 |
Exhibit 4.1 DESCRIPTION OF COMMON SHARES The following description of our share capital and provisions of our memorandum of association and amended and restated bye-laws is a summary and is qualified entirely by reference to the applicable provisions of our memorandum of association, amended and restated bye-laws and the Bermuda Companies Act 1981, as amended, or the Companies Act. Our memorandum |
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| May 18, 2020 |
Non-Employee Director Compensation Policy. Exhibit 10.24 Non-Executive Director Compensation Policy of Myovant Sciences Ltd. (this “Policy”) (effective April 1, 2020) Non-Executive Directors1 of Myovant Sciences, Ltd. (the “Company”) are compensated for service on the Board of Directors of the Company (the “Board”) through a combination of cash retainer and equity grants. In addition, the Company reimburses Non-Executive Directors for reas |
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| May 18, 2020 |
Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries of MYOVANT SCIENCES LTD. Name of Subsidiary Jurisdiction of Incorporation or Organization Myovant Sciences, Inc. Delaware Myovant Holdings Ltd. England and Wales Myovant Sciences GmbH Switzerland Myovant Sciences Ireland Limited Ireland Myovant Treasury, Inc. Delaware Myovant Treasury Holdings, Inc. Delaware |
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| May 18, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorporat |
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| May 18, 2020 |
Exhibit 10.5 CERTAIN INFORMATION IDENTIFIED BY “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. Amendment to License Agreement This Amendment (this “Amendment”) to the License Agreement, dated April 29, 2016, (the “License Agreement”) by and between Takeda Pharmaceuticals International AG, a |
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| May 18, 2020 |
Exhibit 10.6 CERTAIN Information Identified by “[***]” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. Execution Version AGREEMENT FOR THE MANUFACTURE & SUPPLY OF CLINICAL TRIAL MATERIAL BY AND BETWEEN TAKEDA PHARMACEUTICAL COMPANY LIMITED, AND MYOVANT SCIENCES LTD. DATE: JUNE 7, 2016 AGREEMENT FOR |
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| May 18, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37929 |
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| May 15, 2020 |
POSASR 1 nt10011952x1posasr.htm POSASR TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 15, 2020 Registration No. 333-231764 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MYOVANT SCIENCES LTD. (Exact name of registrant as specified in its charter |
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| May 15, 2020 |
Amendment No. 4 to Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 4)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $$0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Senior Director, Global Corporate Strategy Sumitomo Dainipp |
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| May 8, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) Bermuda 001-37929 98-1343578 (State or other jurisdiction of incorporation) (Commission File N |
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| April 16, 2020 |
Amendment No. 3 to Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 3)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $$0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Tsutomu Nakagawa Senior Director, Global Corporate Strategy Sumitomo Dainipp |
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| March 26, 2020 |
Amendment No. 2 to Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $$0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Yumi Sato Senior Director, Global Corporate Strategy Sumitomo Dainippon Phar |
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| March 18, 2020 |
Amendment No. 1 to Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $$0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Yumi Sato Senior Director, Global Corporate Strategy Sumitomo Dainippon Phar |
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| March 18, 2020 |
EX-99.6 Exhibit 99.6 SECURITIES PURCHASE PLAN This agreement with respect to the securities purchase plan, as supplemented by Appendix A attached hereto (the “Purchase Plan”), is entered into on March 13, 2020, by and between Citigroup Global Markets Inc. (“CGMI”) and Sumitovant Biopharma Ltd (the “Company”), with respect to the purchase of common shares, par value $0.000017727 (the “Securities”), |
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| February 14, 2020 |
MYOV / Myovant Sciences Ltd. / RA Capital Management, LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Myovant Sciences Ltd. (Name of Issuer) Common Stock, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 14, 2020 |
MYOV / Myovant Sciences Ltd. / BB BIOTECH AG - SC 13G/A Passive Investment SC 13G/A United States SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* MYOVANT SCIENCES LTD. (Name of Issuer) Common Shares (Title of Class of Securities) G637AM102 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing This Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 10, 2020 |
Fifth Amended and Restated Bye-Laws. Exhibit 3.3 FIFTH AMENDED AND RESTATED BYE-LAWS OF MYOVANT SCIENCES LTD. TABLE OF CONTENTS Interpretation 1. Definitions 1 Shares 2. Power to Issue Shares 4 3. Power of the Company to Purchase its Shares 4 4. Rights Attaching to Shares 4 5. Calls on Shares 6 6. Forfeiture of Shares 6 7. Share Certificates 7 8. Fractional Shares 8 Registration of Shares 9. Register of Members 8 10. Registered Holde |
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| February 10, 2020 |
Exhibit 10.2 LOAN AGREEMENT This Loan Agreement, dated as of December 27, 2019 (this “Agreement”), is among Sumitomo Dainippon Pharma Co., Ltd., a company (Kabushiki Kaisha) incorporated under the laws of Japan (the “Lender”), Myovant Sciences Ltd., an exempted company organized under the laws of Bermuda (the “Parent”), and Myovant Sciences GmbH, a limited liability company (Gesellschaft mit besch |
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| February 10, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2020 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incor |
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| February 10, 2020 |
Exhibit 99.1 Myovant Sciences Provides Recent Corporate Updates and Reports Financial Results for Third Fiscal Quarter Ended December 31, 2019 -96.7% response rate in Phase 3 HERO study support submission of New Drug Application (NDA) for relugolix monotherapy tablet for advanced prostate cancer in the second quarter of calendar year 2020 -87.7% one-year response rate in LIBERTY open-label extensi |
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| February 10, 2020 |
Exhibit 10.3 INVESTOR RIGHTS AGREEMENT dated as of December 27, 2019 by and among Myovant Sciences Ltd., Sumitovant Biopharma Ltd. and Sumitomo Dainippon Pharma Co., Ltd. TABLE OF CONTENTS Page ARTICLE I Definitions 1 Section 1.1 Definitions 1 ARTICLE II Registration Rights 7 Section 2.1 Demand Registration 8 Section 2.2 Company Registration 8 Section 2.3 Underwriting Requirements 8 Section 2.4 Ob |
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| February 10, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number |
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| February 10, 2020 |
Exhibit 10.1 October 31, 2019 Sumitomo Dainippon Pharma Co., Ltd. 6-9, Doshomachi 2-chome, Chuo-ku, Osaka 541-0045, Japan Phone: (81) 6 (6203) Telefax: (81) 6 (6203) Dear Myovant Sciences Board Members: Sumitomo Dainippon Pharma, Co., Ltd. (DSP) proposes to obtain the approval of the Myovant Sciences Ltd. (Myovant) Board of the transactions described in the publicly announced Memorandum of Underst |
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| January 24, 2020 |
Exhibit 99.1 Identification of the subsidiary which acquired the security being reported on by the parent holding company. Millennium Pharmaceuticals, Inc. is the direct beneficial owner of 3,920,625 shares of Common Stock of Myovant Sciences Ltd. Millennium Pharmaceuticals, Inc. is a direct, wholly owned subsidiary of Takeda Pharmaceuticals U.S.A. Inc., which is owned directly by both Takeda Phar |
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| January 24, 2020 |
MYOV / Myovant Sciences Ltd. / TAKEDA PHARMACEUTICAL CO LTD - SC 13G/A-1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* MYOVANT SCIENCES LTD. (Name of Issuer) Common Stock, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| January 24, 2020 |
MYOV / Myovant Sciences Ltd. / TAKEDA PHARMACEUTICAL CO LTD - SC 13G/A-2 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* MYOVANT SCIENCES LTD. (Name of Issuer) Common Stock, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| January 24, 2020 |
Exhibit 99.2 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Common Stock of Myovant Sciences Ltd., a Bermuda company, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of each of the undersig |
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| January 24, 2020 |
Exhibit 99.3 POWER OF ATTORNEY Know all by these present, that Millennium Pharmaceuticals, Inc. (the “Reporting Person”) hereby constitutes and appoints Paul Sundberg as the Reporting Person’s true and lawful attorney-in-fact to: 1) prepare, execute in the Reporting Person’s name and on the Reporting Person’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, |
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| January 3, 2020 |
FIFTH AMENDED AND RESTATED BYE-LAWS OF MYOVANT SCIENCES LTD. EX-5 Exhibit 5 FIFTH AMENDED AND RESTATED BYE-LAWS OF MYOVANT SCIENCES LTD. TABLE OF CONTENTS Interpretation 1 1. Definitions 1 Shares 6 2. Power to Issue Shares 6 3. Power of the Company to Purchase its Shares 6 4. Rights Attaching to Shares 6 5. Calls on Shares 9 6. Forfeiture of Shares 9 7. Share Certificates 10 8. Fractional Shares 11 Registration of Shares 11 9. Register of Members 11 10. Reg |
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| January 3, 2020 |
EX-4 Exhibit 4 Execution Version SHARE RETURN AGREEMENT THIS SHARE RETURN AGREEMENT (this “Agreement”) is made as of December 27, 2019, by and between Roivant Sciences Ltd. |
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| January 3, 2020 |
EX-2 Exhibit 2 INVESTOR RIGHTS AGREEMENT dated as of December 27, 2019 by and among Myovant Sciences Ltd. |
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| January 3, 2020 |
MYOV / Myovant Sciences Ltd. DEF 14C - - DEF 14C DEF 14C 1 nt10007004x2def14c.htm DEF 14C TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2) |
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| January 3, 2020 |
EX-1 Exhibit 1 EXECUTION VERSION TRANSACTION AGREEMENT, dated as of October 31, 2019 by and among Sumitomo Dainippon Pharma Co. |
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| January 3, 2020 |
EX-3 Exhibit 3 LOAN AGREEMENT This Loan Agreement, dated as of December 27, 2019 (this “Agreement”), is among Sumitomo Dainippon Pharma Co. |
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| January 3, 2020 |
MYOV / Myovant Sciences Ltd. / Sumitomo Chemical Co., Ltd. - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $$0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Yumi Sato Senior Director, Global Corporate Strategy Sumitomo Dainippon Pharma Co., Ltd. 6-8, Doshomachi 2-chome, Chuo-ku, |
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| December 31, 2019 |
MYOV / Myovant Sciences Ltd. / Roivant Sciences Ltd. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, United Kingdom +44 207 400 3347 With copies to: |
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| December 31, 2019 |
Exhibit 7.06 EXECUTION VERSION SHARE RETURN AGREEMENT THIS SHARE RETURN AGREEMENT (this “Agreement”) is made as of December 27, 2019, by and between Roivant Sciences Ltd. (“Roivant”), Sumitovant Biopharma Ltd. (“Sumitovant Biopharma”) and Sumitomo Dainippon Pharma Co., Ltd. (“Sumitomo”). Roivant, Sumitovant Biopharma and Sumitomo shall each also be referred to as a “Party” and together as the “Par |
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| December 30, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2019 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) Bermuda 001-37929 98-1343578 (State or other jurisdiction of incorporation) (Commission |
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| December 23, 2019 |
MYOV / Myovant Sciences Ltd. PRE 14C - - PRE 14C TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box ☒ Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement MYOV |
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| November 27, 2019 |
Exhibit 7.05 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of this 25th day of November, 2019, by and among Roivant Sciences Ltd. (the “Purchaser”) and Millennium Pharmaceuticals, Inc. (the “Seller”). Purchaser and Seller shall each also be referred to as a “Party” and together as the “Parties”. WHEREAS, the Seller desires to sell, and the Purchaser desires to |
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| November 27, 2019 |
MYOV / Myovant Sciences Ltd. / Roivant Sciences Ltd. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, United Kingdom +44 207 400 3347 With copies to: |
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| November 12, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2019 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incor |
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| November 12, 2019 |
Exhibit 99.1 Myovant Sciences Provides Recent Corporate Updates and Reports Financial Results for Second Fiscal Quarter Ended September 30, 2019 -Landmark Agreement with Sumitomo Dainippon Pharma to provide major financial backing and safeguards for minority shareholders -Myovant to report top-line data from Phase 3 HERO study in advanced prostate cancer by the end of calendar year 2019 and Phase |
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| November 12, 2019 |
Exhibit 10.1 MYOVANT SCIENCES, LTD. AMENDMENT NO. 1 TO THE STOCK OPTION GRANT NOTICE THIS AMENDMENT NO. 1 TO THE STOCK OPTION GRANT NOTICE (this “Amendment”) is entered into as of August 26, 2019, by and between Myovant Sciences, Ltd. (the “Company”), and [Name]1 (“Optionholder”). RECITALS WHEREAS, the Company and Optionholder entered into that certain Stock Option Grant Notice and Option Agreemen |
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| November 12, 2019 |
Exhibit 10.2 MYOVANT SCIENCES LTD. RESTRICTED STOCK UNIT GRANT NOTICE (2016 EQUITY INCENTIVE PLAN) Myovant Sciences Ltd. (the “Company”), pursuant to its 2016 Equity Incentive Plan (the “Plan”), hereby awards to Participant a Restricted Stock Unit Award for the number of shares of the Company’s Common Stock (“Restricted Stock Units”) set forth below (the “Award”). The Award is subject to all of th |
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| November 12, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| November 4, 2019 |
MYOV / Myovant Sciences Ltd. / Roivant Sciences Ltd. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, United Kingdom +44 207 400 3347 With copies to: |
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| November 4, 2019 |
Exhibit 7.04 EXECUTION VERSION TRANSACTION AGREEMENT, dated as of October 31, 2019 by and among Sumitomo Dainippon Pharma Co., Ltd., Vant Alliance Ltd., Roivant Sciences Ltd., and Enzyvant Therapeutics Ltd., Altavant Sciences Ltd., and Spirovant Sciences Ltd. TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 4 SECTION 1.01 Definitions 4 ARTICLE II PURCHASE AND SALE OF SHARES 31 SECTION 2.01 Sale and Tr |
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| October 31, 2019 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2019 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) Bermuda 001-37929 98-1343578 (State or other jurisdiction of incorporation) (Commission F |
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| September 6, 2019 |
MEMORANDUM OF UNDERSTANDING FOR STRATEGIC ALLIANCE Exhibit 7.03 MEMORANDUM OF UNDERSTANDING FOR STRATEGIC ALLIANCE This non-binding memorandum of understanding (“MoU”), dated September 6, 2019, is entered into between Sumitomo Dainippon Pharma Co., Ltd. (“Sumitomo”) and Roivant Sciences Ltd. (“Roivant” and, together with Sumitomo, each a “Party” and together the “Parties”) to summarize certain material terms for the preparation of one or more defi |
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| September 6, 2019 |
MYOV / Myovant Sciences Ltd. / Roivant Sciences Ltd. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Roivant Sciences Ltd. Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, United Kingdom +44 (117) 9 |
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| August 27, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2019 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) Bermuda 001-37929 98-1343578 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 6, 2019 |
As filed with the Securities and Exchange Commission on August 6, 2019 Registration No. |
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| August 6, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2019 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) 001-37929 (Commission File No.) Bermuda 98-1343578 (State or other jurisdiction of incorpor |
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| August 6, 2019 |
Exhibit 99.1 Myovant Sciences Provides Recent Corporate Updates and Reports Financial Results for First Fiscal Quarter Ended June 30, 2019 -Positive results from both Phase 3 LIBERTY trials and bioequivalence study supports submission of NDA for uterine fibroids which is expected by year end 2019 and MAA which is expected by Q1-2020- -Top-line data from Phase 3 HERO trial in advanced prostate canc |
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| August 6, 2019 |
Fourth Amended and Restated Bye-laws. Exhibit 3.3 FOURTH AMENDED AND RESTATED BYE-LAWS OF MYOVANT SCIENCES LTD. TABLE OF CONTENTS Interpretation 1. Definitions 1 Shares 2. Power to Issue Shares 3 3. Power of the Company to Purchase its Shares 3 4. Rights Attaching to Shares 3 5. Calls on Shares 5 6. Forfeiture of Shares 6 7. Share Certificates 6 8. Fractional Shares 7 Registration of Shares 9. Register of Members 7 10. Registered Hold |
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| August 6, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001 |
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| July 25, 2019 |
DEF 14A Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| July 17, 2019 |
MYOV / Myovant Sciences Ltd. / Machado Patrick - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Patrick Machado c/o Roivant Sciences Ltd. Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, Unit |
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| July 17, 2019 |
MYOV / Myovant Sciences Ltd. / Lo Andrew - SC 13D/A Activist Investment SC 13D/A 1 a19-128823sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Dr. Andrew Lo c/o Roivant Sciences Ltd. Suite 1, 3rd Floor, 11-12 St |
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| July 16, 2019 |
MYOV / Myovant Sciences Ltd. / Roivant Sciences Ltd. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, United Kingdom +44 (117) 918-1293 With copies to |
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| July 12, 2019 |
SC 13D/A 1 d758512dsc13da.htm AMENDMENT NO. 1 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value (Title of Class of Securities) G637AM102 (CUSIP Number) Eleazer Klein, Esq. Schulte Roth & Zabel LLP 919 Third Avenu |
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| July 12, 2019 |
MYOV / Myovant Sciences Ltd. / Viking Global Investors LP Activist Investment SC 13D/A 1 myovant13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Andrew Genser General Counsel 55 Railroad Avenue Greenwich, Connecticut 06830 203-863-7050 (Name, Address and Telephone Number |
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| July 12, 2019 |
MYOV / Myovant Sciences Ltd. / Svf Investments (uk) Ltd - SC 13D/A Activist Investment SC 13D/A 1 d762381dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Seok Oh 1 Circle Star Way, San Carlos, California 94070 (650) 562-8202 (Name, Address an |
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| July 12, 2019 |
MYOV / Myovant Sciences Ltd. / Dexxon Holdings Ltd. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| June 14, 2019 |
MYOV / Myovant Sciences Ltd. / QVT Financial LP - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value (Title of Class of Securities) G637AM102 (CUSIP Number) Eleazer Klein, Esq. Schulte Roth & Zabel LLP 919 Third Avenue, New York, NY 10022 (212) 756-2000 (Name, Address and Telephone Number |
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| June 14, 2019 |
MYOV / Myovant Sciences Ltd. / Roivant Sciences Ltd. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, United Kingdom +44 (117) 918-1293 With copies to: |
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| June 14, 2019 |
MYOV / Myovant Sciences Ltd. / Dexxon Holdings Ltd. - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| June 14, 2019 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Exhibit 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| June 14, 2019 |
MYOV / Myovant Sciences Ltd. / Lo Andrew - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Dr. Andrew Lo c/o Roivant Sciences Ltd. Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, United Ki |
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| June 14, 2019 |
MYOV / Myovant Sciences Ltd. / Viking Global Investors LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. )* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Andrew Genser General Counsel 55 Railroad Avenue Greenwich, Connecticut 06830 203-863-7050 (Name, Address and Telephone Number of Person Authorized to Rec |
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| June 14, 2019 |
MYOV / Myovant Sciences Ltd. / Machado Patrick - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Myovant Sciences Ltd. (Name of Issuer) Common Shares, $0.000017727 par value per share (Title of Class of Securities) G637AM102 (CUSIP Number) Patrick Machado c/o Roivant Sciences Ltd. Suite 1, 3rd Floor, 11-12 St. James’s Square, London SW1Y 4LB, United |
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| June 5, 2019 |
MYOV / Myovant Sciences Ltd. / Svf Investments (uk) Ltd - SC 13D/A Activist Investment SC 13D/A 1 d755195dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Myovant Sciences Ltd. (Name of Issuer) Common Shares, par value $0.000017727 per share (Title of Class of Securities) G637AM102 (CUSIP Number) Seok Oh 1 Circle Star Way, San Carlos, California 94070 (650) 562-8202 (Name, Address an |
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| June 4, 2019 |
MYOV / Myovant Sciences Ltd. DEF 14C - - DEF 14C DEF 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement MYOVANT SCIENCES |
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| June 4, 2019 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2019 Myovant Sciences Ltd. (Exact name of registrant as specified in its charter) Bermuda 001-37929 98-1343578 (State or other jurisdiction of incorporation) (Commiss |
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| May 31, 2019 |
EX-1.1 Exhibit 1.1 Myovant Sciences Ltd. Common Shares, par value $0.000017727 per share Underwriting Agreement May 30, 2019 J.P. Morgan Securities LLC Goldman Sachs & Co. LLC Cowen and Company, LLC Evercore Group L.L.C. As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto, c/o J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179 c/o |
