13D Filing: Viking Global and Axovant Sciences Ltd (AXON)

Item 4.  Purpose of Transaction

This Amendment amends the Original Schedule
13D to add the following paragraph immediately after the first paragraph of Item 4 of the Original Schedule 13D:

“As of July 1, 2017, Rose S. Shabet became
an Executive Committee Member of Viking Global Partners LLC (the general partner of VGI), VGP, VLFGP and Opportunities GP.”

Item 5. Interest in Securities of the Issuer

This Amendment amends and restates the twelfth
and thirteenth paragraphs of Items 5(a)-(b) of the Original Schedule 13D in their entirety as set forth below:

“Mr. Halvorsen,
Mr. Ott and Ms. Shabet, as Executive Committee Members of Viking Global Partners LLC (the general partner of VGI), VGP, VLFGP and
Opportunities GP, have shared authority to direct the voting and disposition of investments beneficially owned by VGI, VGP, VLFGP
and Opportunities GP. Accordingly, each of Mr. Halvorsen, Mr. Ott and Ms. Shabet may be deemed to have beneficial ownership over
any Common Shares deemed beneficially owned by VGI, VGP, VLFGP and Opportunities GP.

The percentage of outstanding Common Shares
of the Issuer that may be deemed to be beneficially owned by each Reporting Person is set forth on Line 13 of such Reporting Person’s
cover sheet. Such percentage was calculated for each Reporting Person based on an aggregate of 107,392,826 Common Shares issued
and outstanding as of June 9, 2017, reported on the Issuer’s Annual Report on Form 10-K for the fiscal year ended March 31,
2017, filed with the SEC on June 13, 2017.”

Item 6. Contracts, Arrangements, Understandings
or Relationships with Respect to Securities of the Issuer

This Amendment amends and restates Item 6
of the Original Schedule 13D in its entirety as set forth below:

“Except as disclosed herein and the Joint
Filing Agreement attached as Exhibit 99.1 hereto, there are no contracts, arrangements, understandings or relationships (legal
or otherwise) among the Reporting Persons or with any other person with respect to any securities of the Issuer.”

Item 7. Material to Be Filed as Exhibits

This Amendment amends
and restates Item 7 of the Original Schedule 13D in its entirety as set forth below:

“Exhibit 99.1 Joint Filing Agreement, dated as of July 5,
2017, among the Reporting Persons.”