SEC Form 4 · accession 0000902664-18-002540
BeOne Medicines Ltd. · ONC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Qingqing Yi
Director
Period of report
Jun 6, 2018
Accepted (ET)
Jun 8, 2018 · 6:42 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001651308
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1 | Jun 6, 2018 | A | 9,290 | $0.00 | A | 9,290 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Option (Right to Buy)F2,F3 | $16.15 | Jun 6, 2018 | A | 17,442 | A | — | Jun 5, 2028 | Ordinary Shares | 17,442 | 17,442 | D |
Explanation of responses
- F1Represents securities underlying restricted share units ("RSUs"). All securities will vest upon the earlier to occur of the first anniversary of the grant date or the date of the next annual general meeting; provided, however, that all vesting shall cease if the Reporting Person resigns from the board of directors or otherwise ceases to serve as a director, unless the board determines otherwise. Unvested securities are subject to accelerated vesting upon a change in control or certain termination events.
- F2The number of securities underlying each option and the exercise price therefor are represented in ordinary shares. The exercise price is equal to 1/13 of the closing price of our American Depositary Shares ("ADSs") on the date of grant, as each ADS represents 13 ordinary shares.
- F3The option shall become exercisable in full upon the earlier to occur of the first anniversary of the grant date or the date of the next annual general meeting; provided, however, that all vesting shall cease if the Reporting Person resigns from the board of directors or otherwise ceases to serve as a director, unless the board determines otherwise. Unvested securities are subject to accelerated vesting upon a change in control or certain termination events.
Remarks
Qingqing Yi ("Mr. Yi") is an employee of Hillhouse Capital Management, Ltd. ("Hillhouse Capital"). Hillhouse Capital acts as the sole general partner of YHG Investment, L.P. ("YHG") and the sole management company of Gaoling Fund, L.P. ("Gaoling") and Hillhouse Fund II, L.P. ("Fund II"). Fund II owns Hillhouse BGN Holdings Limited ("HH BGN"), and each of HH BGN, Gaoling and Fund II (collectively, the "Hillhouse Entities") hold securities of the Issuer. Mr. Yi expressly disclaims beneficial ownership of the securities held by the Hillhouse Entities, except to the extent of his pecuniary interest therein, if any.