01—Abstract
Summary
Summary of the 8-K filed September 18, 2026. Cited figures are marked; the original filing is the authoritative source.
Roivant Sciences Ltd. held its 2026 Annual General Meeting of Shareholders on September 16, 2026.
Holders of record of 652,143,869 common shares, representing approximately 90.3%a of the 722,406,273 shares outstanding and entitled to vote as of the July 23, 2026 record date, were present in person or by proxy, which constituted a quorum. The filing states that all proposals on the agenda were approved. The matters are described in more detail in the proxy statement filed with the SEC on July 29, 2026.
Shareholders re-elected Daniel Gold and Meghan FitzGerald as Class II directors, each to serve until the annual general meeting following the fiscal year ending March 31, 2029. Shareholders also ratified the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending March 31, 2027, and as its statutory auditor under the Bermuda Companies Act 1981. The ratification received 651,315,490 votes for, 731,364 against and 97,015 abstentions.
On a non-binding advisory basis, shareholders approved the compensation of the company's named executive officers. The vote recorded 316,702,500 for, 269,062,122 against, 230,600 abstentions and 66,148,647 broker non-votes. The filing also lists a Cover Page Interactive Data File (Exhibit 104) as the only exhibit.
02—Key points
Key Highlights
- Quorum was met: 652,143,869 common shares, about 90.3% of the 722,406,273 shares entitled to vote, were represented at the September 16, 2026 meeting.
- Daniel Gold was re-elected as a Class II director with 375,791,264 votes for and 210,203,958 withheld; the filing reports 66,148,647 broker non-votes for this proposal.
- Meghan FitzGerald was re-elected as a Class II director with 422,428,908 votes for and 163,566,314 withheld.
- Shareholders ratified Ernst & Young LLP as independent registered public accounting firm and Bermuda statutory auditor for the fiscal year ending March 31, 2027, with 651,315,490 votes for and 731,364 against.
- The non-binding advisory say-on-pay proposal was approved by shareholders, with 316,702,500 votes for and 269,062,122 against, as reported in the filing.
- Director terms run until the annual general meeting following the fiscal year ending March 31, 2029.
03—Questions
Frequently Asked Questions
When and where was the 2026 Annual General Meeting held?
The meeting was held on September 16, 2026. The filing does not state a location, and it describes the proposals as set out in the proxy statement filed with the SEC on July 29, 2026.
Were all proposals approved by shareholders?
Yes. The filing states that all proposals on the agenda were approved by shareholders, including the director elections, the auditor ratification and the non-binding advisory vote on executive compensation.
Who was re-elected to the board?
Daniel Gold and Meghan FitzGerald were re-elected as Class II directors. Each will hold office until the annual general meeting following the fiscal year ending March 31, 2029, or until a successor is elected or the director dies, resigns or is removed.
Which auditor was ratified, and for which periods?
Shareholders ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending March 31, 2027. EY was also appointed as the company's auditor for statutory purposes under the Bermuda Companies Act 1981 for the same fiscal year.
How did shareholders vote on executive compensation?
The advisory vote on named executive officer compensation was approved, with 316,702,500 votes for, 269,062,122 against and 230,600 abstentions. The vote is non-binding, and the filing reports 66,148,647 broker non-votes for this proposal.
04—Continue