Filing Details

Accession Number:
0001651308-22-000067
Form Type:
4
Zero Holdings:
No
Publication Time:
2022-05-06 17:15:12
Reporting Period:
2022-05-05
Accepted Time:
2022-05-06 17:15:12
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1651308 Beigene Ltd. BGNE Pharmaceutical Preparations (2834) 981209416
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1739452 Xiaobin Wu C/O Mourant Governance Services (Cayman)
94 Solaris Avenue
Camana Bay, Grand Cayman E9 KY1-1108
President, Coo & Gm China No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
American Depositary Shares Disposition 2022-05-05 800 $161.72 5,925 No 4 S Direct
American Depositary Shares Disposition 2022-05-05 3,350 $163.23 2,575 No 4 S Direct
American Depositary Shares Disposition 2022-05-05 175 $165.02 2,400 No 4 S Direct
American Depositary Shares Disposition 2022-05-05 1,100 $165.07 1,300 No 4 S Direct
American Depositary Shares Disposition 2022-05-05 700 $167.32 600 No 4 S Direct
American Depositary Shares Disposition 2022-05-05 100 $168.15 500 No 4 S Direct
American Depositary Shares Disposition 2022-05-05 500 $169.39 0 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Rmb Shares 0 Indirect See Footnote
Ordinary Shares 864,965 Direct
American Depositary Shares 12,365 Direct
American Depositary Shares 4,000 Indirect By Wife
Footnotes
  1. The 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.
  2. The 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).
  3. The Reporting Person, as an individual participant in the RMB Shares Employee Participation Plan, has contributed RMB15 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.
  4. Includes 494 ordinary shares acquired pursuant to the Company's Third Amended and Restated 2018 Employee Share Purchase Plan.
  5. Each American Depositary Share represents 13 Ordinary Shares.
  6. The 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. 1/5th of the securities will vest on each anniversary of April 30, 2018, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events following a change in control.
  7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $161.10 to $161.99, 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 Depository Shares sold at each separate price.
  8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $162.79 to $163.625, 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.
  9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $165.01 to $165.11, 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 Depository Shares sold at each separate price.
  10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $164.7434 to $165.565, 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 Depository Shares sold at each separate price.
  11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $167.00 to $167.75, 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 Depository Shares sold at each separate price.
  12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $169.265 to $169.44, 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 Depository Shares sold at each separate price.