Sec Form 4 Filing - Wang Xiaodong @ BeOne Medicines Ltd. - 2025-06-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Wang Xiaodong
2. Issuer Name and Ticker or Trading Symbol
BeOne Medicines Ltd. [ ONC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Chair, Scientific Advisory Brd
(Last) (First) (Middle)
C/O BEONE MEDICINES I GMBH, AESCHENGRABEN 27, 21ST FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
06/10/2025
(Street)
BASEL, V84051
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares ( 1 ) 06/10/2025 A 98,696 A $ 0 5,180,861 D
Ordinary Shares 1,025,063 I See Footnote ( 2 )
Ordinary Shares 3,953,100 I See Footnote ( 3 )
Ordinary Shares 50 I See Footnote ( 4 )
American Depositary Shares ( 5 ) 06/10/2025 M 41,760 A $ 6.5 41,760 D
American Depositary Shares ( 5 ) 06/10/2025 S( 6 ) 2,901 D $ 261.2041 ( 7 ) 38,859 D
American Depositary Shares ( 5 ) 06/10/2025 S( 6 ) 15,878 D $ 262.2032 ( 8 ) 22,981 D
American Depositary Shares ( 5 ) 06/10/2025 S( 6 ) 16,094 D $ 263.1727 ( 9 ) 6,887 D
American Depositary Shares ( 5 ) 06/10/2025 S( 6 ) 6,787 D $ 264.0804 ( 10 ) 100 D
American Depositary Shares ( 5 ) 06/10/2025 S( 6 ) 100 D $ 264.85 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Share Option (Right to Buy) $ 20.26 ( 11 ) 06/10/2025 A 185,796 ( 11 ) ( 12 ) 06/09/2035 Ordinary Shares 185,796 $ 0 185,796 D
Share Option (Right to Buy) $ 0.5 06/10/2025 M 542,880 ( 13 ) 07/19/2025 Ordinary Shares 542,880 $ 0 7 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wang Xiaodong
C/O BEONE MEDICINES I GMBH
AESCHENGRABEN 27, 21ST FLOOR
BASEL, V84051
X Chair, Scientific Advisory Brd
Signatures
/s/ Qing Nian, as Attorney-in-Fact 06/12/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents securities underlying restricted share units. 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.
( 2 )These securities are held by a family trust, the beneficiaries of which are the Reporting Person's family members, for which the Reporting Person disclaims beneficial ownership.
( 3 )These securities are held by Wang Investment LLC, of which 99% of the limited liability company interest is owned by two grantor retained annuity trusts, of which the Reporting Person's wife is a trustee, for which the Reporting Person disclaims beneficial ownership.
( 4 )These securities are held by the spouse of the Reporting Person.
( 5 )Each American Depositary Share represents 13 Ordinary Shares.
( 6 )The sale was effected pursuant to a Rule 10b5-1 trading plan adopted on August 12, 2024.
( 7 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $260.66 to $261.64, 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.
( 8 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $261.66 to $262.65, 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 $262.66 to $263.65, 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.
( 10 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $263.66 to $264.65, 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.
( 11 )The number of securities underlying each option and the exercise price therefor are represented in ordinary shares.
( 12 )These securities vest over a four-year period as follows: 25% on the first anniversary of June 10, 2025 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.
( 13 )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.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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