| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BGNE | American Depositary Shares | Sale | -$639K | -3.07K | -0.35% | $208.01 | 875K | Dec 9, 2024 | See Footnotes | F2, F3, F11, F12, F14 |
| transaction | BGNE | American Depositary Shares | Sale | -$7.06M | -33.9K | -0.35% | $208.01 | 9.66M | Dec 9, 2024 | See Footnotes | F2, F3, F11, F13, F14 |
| transaction | BGNE | American Depositary Shares | Sale | -$15.5M | -83K | -9.49% | $186.50 | 791K | Dec 9, 2024 | See Footnotes | F2, F3, F12, F14 |
| transaction | BGNE | American Depositary Shares | Sale | -$171M | -917K | -9.49% | $186.50 | 8.74M | Dec 9, 2024 | See Footnotes | F2, F3, F13, F14 |
| holding | BGNE | Ordinary Shares | 126K | Dec 9, 2024 | See Footnotes | F1, F2, F3, F4, F5, F6, F7 | |||||
| holding | BGNE | Ordinary Shares | 126K | Dec 9, 2024 | See Footnotes | F2, F3, F4, F5, F6, F7, F10 | |||||
| holding | BGNE | Ordinary Shares | 1 | Dec 9, 2024 | Direct | F8 | |||||
| holding | BGNE | Ordinary Shares | 1 | Dec 9, 2024 | Direct | F9 | |||||
| holding | BGNE | American Depositary Shares | 10.4K | Dec 9, 2024 | Direct | F14, F15 | |||||
| holding | BGNE | American Depositary Shares | 10.4K | Dec 9, 2024 | Direct | F14, F16 |
| Id | Content |
|---|---|
| F1 | As a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, L.P. ("667"), Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in the Ordinary Shares ("Ordinary Shares") of BeiGene, Ltd. (the "Issuer") reported in column 5 of Table I held directly by or held for the benefit of 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667. |
| F2 | Baker Bros. Advisors LP (the "Adviser") serves as the investment adviser to 667 and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds"). In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held directly by the Funds or for the benefit of the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held held directly by the Funds or for the benefit of the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. |
| F3 | Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by or held for the benefit of the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose. |
| F4 | Michael Goller and Ranjeev Krishana serve on the Board as representatives of the Funds and their affiliates and control persons. |
| F5 | Pursuant to the policies of the Adviser, Michael Goller and Ranjeev Krishana do not have any right to any of the Issuer's securities issued as compensation for their service on the Board and the Funds are entitled to an indirect proportionate pecuniary interest in such securities. The Funds each own an indirect proportionate pecuniary interest in the Ordinary Shares received upon vesting of RSUs and non-qualified share options convertible solely into Ordinary Shares of the Issuer ("Share Options") received as a result of their service on the Board. Solely as a result of their ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the Ordinary Shares received upon vesting of RSUs, Share Options, and Ordinary Shares received upon the exercise of Share Options (i.e. no direct pecuniary interest). |
| F6 | Pursuant to the policies of the Adviser, the Adviser has voting and dispositive power over the Stock Options, RSUs and any Ordinary Shares received as a result of the exercise of Stock Options or vesting of RSUs. |
| F7 | Includes beneficial ownership of 63,037 Ordinary Shares received from restricted stock units (each, an "RSU") and each previously granted to Michael Goller and Ranjeev Krishana in their capacity as directors of the Issuer. |
| F8 | Ordinary Share held directly by Felix J. Baker. |
| F9 | Ordinary Share held directly by Julian C. Baker. |
| F10 | As a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker may be deemed to have an indirect pecuniary interest in the Ordinary Shares reported in column 5 of Table I directly held by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences. |
| F11 | The price reported in Column 4 is a weighted average price. These American Depositary Shares ("ADS") were traded by the Funds in multiple transactions at prices ranging from $208.000 to $208.185, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "Staff"), upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote. |
| F12 | After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in the ADS reported in column 5 of Table I held directly by 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667. |
| F13 | After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker may be deemed to have an indirect pecuniary interest in the ADS reported in column 5 of Table I directly held by Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences. |
| F14 | ADS each represent 13 Ordinary Shares. |
| F15 | ADS held directly by Felix J. Baker. |
| F16 | ADS held directly by Julian C. Baker. |
Michael Goller and Ranjeev Krishana, full-time employees of Baker Bros. Advisors LP, are directors of BeiGene, Ltd. (the "Issuer"). By virtue of their representation on the board of directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons are deemed directors by deputization of the Issuer.