BYSI Form 4: Decheng Funds Report Sales and Retain Significant Stakes

Rhea-AI Filing Summary

Decheng Capital-related entities reported sales of BeyondSpring Inc. (BYSI) ordinary shares. Decheng Capital China Life Sciences USD Fund III, L.P. sold 803 shares on 09/04/2025 at a weighted-average price of $1.82, 1,106 shares on 09/05/2025 at $1.86, and 7,090 shares on 09/08/2025 at $1.93, leaving Fund III with 1,895,756 shares beneficially owned. The filing also reports indirect holdings of 1,617,409 shares by Decheng Capital China Life Sciences USD Fund II, L.P. and 891,734 shares by Decheng Capital Global Healthcare Fund (Master), LP. Footnotes state the reported prices are weighted averages across specified price ranges and that the general partners and Dr. Xiangmin (Cui) may be deemed to beneficially own the funds' holdings. The Form 4 is signed by Xiangmin Cui on 09/08/2025.

Positive

• Timely disclosure of insider-related transactions with detailed weighted-average prices and price ranges provided
• Substantial retained holdings remain across the Decheng funds after reported sales, with Fund III holding 1,895,756 shares

Negative

• Insider-related sales occurred (8,999 shares sold by Fund III over three days), which investors may view as a reduction in insider exposure
• No explanation provided in the filing for the purpose of the sales or indication of any Rule 10b5-1 trading plan

Insights

Securities Analyst

TL;DR: Insider-related funds executed small, disclosed share sales over three days; holdings remain substantial and were properly reported.

The transactions are disclosed sales by affiliated funds rather than direct sales by the named individual. The amounts sold from Fund III total 8,999 shares over three dates with weighted-average prices disclosed and price ranges provided in footnotes. Reported post-transaction beneficial ownership levels remain material: Fund III 1,895,756 shares, Fund II 1,617,409 shares, Healthcare 891,734 shares. From a regulatory and market-disclosure perspective, the filing is complete and includes the weighted-average price ranges and required attribution language about general partners and the manager. There is no information in the filing about the rationale for the sales or any planned future transactions.

Corporate Governance Expert

TL;DR: The filing shows compliance with Section 16 reporting by affiliated funds, with appropriate attribution to GP entities and manager.

The Form 4 lists Decheng Capital entities as reporting persons and identifies the relationship as Director and 10% owner. The explanatory footnotes clarify the holding structure and disclaimers of beneficial ownership by GPs and the manager except for pecuniary interest. The form is signed by Xiangmin Cui on 09/08/2025, meeting signature requirements. The document does not present any disclosed agreements, Rule 10b5-1 plans, or amendments; it solely reports the completed sales and resulting indirect beneficial ownership figures.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Decheng Capital China Life Sciences USD Fund III, L.P.

(Last) (First) (Middle)

C/O DECHENG CAPITAL

3000 SAND HILL ROAD, BLDG. 2, SUITE 110

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BeyondSpring Inc. [ BYSI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	09/04/2025		S		803	D	$1.82(1)	1,903,952	I	By Decheng Capital China Life Sciences USD Fund III, L.P.(2)
Ordinary Shares	09/05/2025		S		1,106	D	$1.86(3)	1,902,846	I	By Decheng Capital China Life Sciences USD Fund III, L.P.(2)
Ordinary Shares	09/08/2025		S		7,090	D	$1.93(4)	1,895,756	I	By Decheng Capital China Life Sciences USD Fund III, L.P.(2)
Ordinary Shares								1,617,409	I	By Decheng Capital China Life Sciences USD Fund II, L.P.(5)
Ordinary Shares								891,734	I	By Decheng Capital Global Healthcare Fund (Master), LP(6)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

Decheng Capital China Life Sciences USD Fund III, L.P.

(Last) (First) (Middle)

C/O DECHENG CAPITAL

3000 SAND HILL ROAD, BLDG. 2, SUITE 110

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Decheng Capital Management III (Cayman), LLC

(Last) (First) (Middle)

C/O DECHENG CAPITAL

3000 SAND HILL ROAD, BLDG. 2, SUITE 110

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Decheng Capital China Life Sciences USD Fund II, L.P.

(Last) (First) (Middle)

C/O DECHENG CAPITAL

3000 SAND HILL ROAD, BLDG. 2, SUITE 110

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Decheng Capital Global Healthcare Fund (Master), LP

(Last) (First) (Middle)

C/O DECHENG CAPITAL

3000 SAND HILL ROAD, BLDG. 2, SUITE 110

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Decheng Capital Global Healthcare GP, LLC

(Last) (First) (Middle)

C/O DECHENG CAPITAL

3000 SAND HILL ROAD, BLDG. 2, SUITE 110

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Cui Xiangmin

(Last) (First) (Middle)

C/O DECHENG CAPITAL

3000 SAND HILL ROAD, BLDG. 2, SUITE 110

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.79 to $1.88 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. These securities are held directly by Decheng Capital China Life Sciences USD Fund III, L.P. ("Fund III"). Decheng Capital Management III (Cayman), LLC ("GP III") is the general partner of Fund III. Dr. Cui is the manager of GP III. Each of Fund III, GP III and Dr. Cui may be deemed to beneficially own the securities held by Fund III. Each of GP III and Dr. Cui disclaims beneficial ownership of these securities, except to the extent of its or his proportionate pecuniary interest therein.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.82 to $1.90 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.79 to $1.99 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. These securities are held directly by Decheng Capital China Life Sciences USD Fund II, L.P. ("Fund II"). Decheng Capital Management II (Cayman), LLC ("GP II") is the general partner of Fund II. Dr. Cui is the manager of GP II. Each of Fund II, GP II and Dr. Cui may be deemed to beneficially own the securities held by Fund II. Each of GP II and Dr. Cui disclaims beneficial ownership of these securities, except to the extent of its or his proportionate pecuniary interest therein.

6. These securities are held directly by Decheng Capital Global Healthcare Fund (Master), LP ("Healthcare"). Decheng Capital Global Healthcare GP, LLC ("Healthcare GP") is the general partner of Healthcare. Dr. Cui is the manager of Healthcare GP. Each of Healthcare GP and Dr. Cui may be deemed to beneficially own the securities held by Healthcare. Each of Healthcare GP and Dr. Cui disclaims beneficial ownership of these securities, except to the extent of its or his proportionate pecuniary interest therein.

	Decheng Capital China Life Sciences USD Fund III, L.P., By Decheng Capital Management III (Cayman), LLC, its General Partner, By /s/ Xiangmin Cui, Manager	09/08/2025
	Decheng Capital Management III (Cayman), LLC, By /s/Xiangmin Cui, Manager	09/08/2025
	Decheng Capital China Life Sciences USD Fund II, L.P., By Decheng Capital Management II (Cayman), LLC, its General Partner, By /s/ Xiangmin Cui, Manager	09/08/2025
	Decheng Capital Global Healthcare Fund (Master), LP, By Decheng Capital Global Healthcare GP, LLC, its General Partner, By Decheng Capital LLC, its Manager, By /s/ Xiangmin Cui, Manager	09/08/2025
	Decheng Capital Global Healthcare GP, LLC, By Decheng Capital LLC, its Manager, By /s/ Xiangmin Cui, Manager	09/08/2025
	/s/ Xiangmin Cui	09/08/2025
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions were reported on the BYSI Form 4?

The filing reports that Decheng Capital China Life Sciences USD Fund III, L.P. sold a total of 8,999 ordinary shares on 09/04/2025, 09/05/2025, and 09/08/2025 at weighted-average prices reported as $1.82, $1.86, and $1.93 respectively.

How many BYSI shares do Decheng-related funds beneficially own after these transactions?

Post-transactions the filing shows Decheng Capital China Life Sciences USD Fund III, L.P. with 1,895,756 shares, Decheng Capital China Life Sciences USD Fund II, L.P. with 1,617,409 shares, and Decheng Capital Global Healthcare Fund (Master), LP with 891,734 shares.

Who signed the Form 4 for the BYSI filing?

The Form 4 is signed by Xiangmin Cui and associated Decheng Capital entities, with signature dates shown as 09/08/2025.

Are the reported prices exact per-share prices?

No. The filing states the prices reported are weighted averages and footnotes give ranges for the individual transaction prices; full breakdowns are available upon request to the issuer or SEC staff.

Does the Form 4 indicate a 10b5-1 trading plan or amendment?

The Form 4 does not disclose any 10b5-1 plan or an amendment; it only reports completed sales and does not state a trading plan.

Do the general partners or manager claim direct beneficial ownership?

Footnotes state the general partners and Dr. Cui may be deemed to beneficially own the funds' securities but they disclaim beneficial ownership except to the extent of pecuniary interest.