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Filing Details

Accession Number:: 0001651308-25-000048
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-03-07 20:17:39
Reporting Period:: 2025-03-07

Filing Date:: 2025-03-07
Accepted Time:: 2025-03-07 20:17:39
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1651308	Beigene Ltd.	BGNE	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1042047	John Oyler	C/O Mourant Governance Services (Cayman) 94 Solaris Avenue Camana Bay, Grand Cayman E9 KY1-1108	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Ordinary Shares	Acquisiton	2025-03-07	708,747	$0.50	5,600,803	No	4	M	Direct
American Depositary Shares	Acquisiton	2025-03-07	58,590	$6.50	58,590	No	4	M	Direct
American Depositary Shares	Disposition	2025-03-07	1,400	$246.03	57,190	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	2,100	$246.10	55,090	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	1,190	$246.69	53,900	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	13,918	$246.91	39,982	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	7,600	$247.99	32,382	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	8,905	$249.04	23,477	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	12,578	$249.97	10,899	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	2,300	$251.00	8,599	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	3,299	$252.24	5,300	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	1,100	$253.21	4,200	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	1,300	$254.10	2,900	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	2,400	$255.02	500	No	4	S	Direct
American Depositary Shares	Disposition	2025-03-07	500	$256.10	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	M	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
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 Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Ordinary Shares	Share Option (Right to Buy)	Disposition	2025-03-07	1,470,417	$0.00	1,470,417	$0.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
5,088,974		2025-07-19	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Ordinary Shares	481,533	Indirect	See Footnote
Ordinary Shares	7,722,480	Indirect	See Footnote
Ordinary Shares	28,204,115	Indirect	See Footnote
Ordinary Shares	9,545,000	Indirect	See Footnote
Ordinary Shares	102,188	Indirect	See Footnote

Footnotes

These securities are held by the P&O Trust, the beneficiaries of which include the Reporting Person's child and others, for which the Reporting Person disclaims beneficial ownership.
These securities are held in a grantor retained annuity trust, of which the Reporting Person's father is a trustee, for which the Reporting Person disclaims beneficial ownership.
These securities are held by Oyler Investment LLC, of which 99% of the the limited liability company interest owned by a grantor retain annuity trust, of which the Reporting Person's father is a trustee, for which the Reporting Person disclaims beneficial ownership.
These securities are held for the benefit of the Reporting Person in a Roth IRA PENSCO trust account.
These securities are held by The John Oyler Legacy Trust for the benefit of the Reporting Person's minor child, for which the Reporting Person disclaims beneficial ownership.
Each American Depositary Share represents 13 Ordinary Shares
The sale was effected solely to cover the exercise cost and satisfy tax obligations for the share options that were exercised. The expiration date of the share option is July 19, 2025.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $245.52 to $246.27, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $245.52 to $246.45, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $246.52 to $247.24, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $246.52 to $247.42, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $247.54 to $248.51, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $248.54 to $249.53, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $249.54 to $250.42, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $250.57 to $251.55, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $251.61 to $252.60, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $252.62 to $253.56, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $253.64 to $254.49, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $254.64 to $255.53, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $255.83 to $256.28, 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.
These securities vest over a five-year period as follows: 20% on July 19, 2016, and the remaining in 48 successive equal monthly installments, subject to continued service.