Lai Wang - Jun 22, 2022 Form 4 Insider Report for BeiGene, Ltd. (BGNE)

Role
Global Head of R&D
Signature
/s/ Qing Nian, as Attorney-in-Fact
Stock symbol
BGNE
Transactions as of
Jun 22, 2022
Transactions value $
$0
Form type
4
Date filed
6/24/2022, 05:40 PM
Previous filing
Jun 22, 2022
Next filing
Jun 28, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BGNE Ordinary Shares Award $0 +125K +9.05% $0.00 1.51M Jun 22, 2022 Direct F1
holding BGNE Ordinary Shares 58.2K Jun 22, 2022 See Footnote F2
holding BGNE RMB Shares 0 Jun 22, 2022 See Footnote F3, F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BGNE Share Option (Right to Buy) Award $0 +708K $0.00 708K Jun 22, 2022 Ordinary Shares 708K $11.98 Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents securities underlying restricted share units. 1/4th of the securities will vest on each anniversary of June 22, 2022, subject to continued service.
F2 These 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.
F3 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.
F4 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).
F5 The 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.
F6 The number of securities underlying each option and the exercise price therefor are represented in ordinary shares. Each American Depositary Share represents 13 ordinary shares.
F7 These securities vest over a four-year period as follows: 25% on the first anniversary of June 22, 2022 with the remaining shares vesting in 36 equal successive monthly installments thereafter, subject to continued service.