SEC Form 4 · accession 0001852291-26-000005
BeOne Medicines Ltd. · ONC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lai Wang
Officer — President, Global Head of R&D
Period of report
Jun 11, 2026
Accepted (ET)
Jun 15, 2026 · 5:55 pm EDT
Rule 10b5-1 plan
box not checked
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 11, 2026 | A | 118,625 | $0.00 | A | 1,710,085 | D | |
| American Depositary SharesF6,F8 | Jun 11, 2026 | S | 756 | $261.0021 | D | 0 | D | |
| Ordinary SharesF2 | holding | — | — | — | 601,965 | I | See Footnote | |
| RMB SharesF3,F4,F5 | holding | — | — | — | 0 | I | See Footnote |
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)F9,F10 | $20.81 | Jun 11, 2026 | A | 229,775 | A | — | Jun 10, 2036 | Ordinary Shares | 229,775 | 229,775 | D |
Explanation of responses
- F1Represents securities underlying restricted share units. 1/4th of the securities will vest on each anniversary of June 11, 2026, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events.
- F10These securities vest over a four-year period as follows: 25% on the first anniversary of June 11, 2026 with the remaining shares vesting in 36 equal successive monthly installments thereafter, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events.
- F2These securities are held by Wang Holdings LLC, the limited liability company interests of which are owned by the Reporting Person, his spouse and a trust created by the Reporting Person for the benefit of his spouse and children, for which the Reporting Person disclaims beneficial ownership.
- F3The term "RMB Shares" is used herein to represent the ordinary shares, par value $0.0001 per share, of the Issuer, issued directly by the Issuer in the Issuer's initial public offering on the Science and Technology Innovation Board (the "STAR Market") of the Shanghai Stock Exchange (the "STAR Offering"), to permitted investors in Renminbi ("RMB") within the People's Republic of China ("PRC") in accordance with the rules of the STAR Market.
- F4The Issuer established an employee participation program ("RMB Shares Employee Participation Plan"), which allows certain executive officers and qualified employees of the Issuer's subsidiaries in the PRC to indirectly participate in the STAR Offering and purchase certain RMB Shares from the Issuer through an asset management plan administrated by China International Capital Corporation Limited in a transaction that is exempt under Rule 16b-3. The RMB Share Employee Participation Plan purchased an aggregate of 2,069,546 RMB Shares directly from the Issuer in the STAR Offering at the initial public offering price of RMB192.6 per RMB Share (or $30.1295 based on an assumed exchange rate of $1.00 = RMB6.3924).
- F5The Reporting Person, as an individual participant in the RMB Shares Employee Participation Plan, has contributed RMB10 million to the RMB Shares Employee Participation Plan. The Reporting Person may be deemed to have indirect economic interest in an indeterminable portion of the RMB Shares held by the RMB Shares Employee Participation Plan but does not have voting or dispositive power over any of such shares. The Reporting Person disclaims Section 16 beneficial ownership of the RMB Shares held by the RMB Shares Employee Participation Plan, except to the extent, if any, of his pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such RMB Shares for Section 16 or any other purpose.
- F6Each American Depositary Share represents 13 Ordinary Shares.
- F7The sale was effected pursuant to a mandatory tax withholding provision in the Reporting Person's restricted share unit award agreement in connection with the vesting of a restricted share unit award previously granted to the Reporting Person. 1/4th of the securities will vest on each anniversary of June 10, 2025, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $260.87 to $261.16, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depositary Shares sold at each separate price.
- F9The number of securities underlying each option and the exercise price therefor are represented in ordinary shares.