[Form 4] BeOne Medicines Ltd. American Insider Trading Activity

Rhea-AI Filing Summary

BeOne Medicines Ltd. (ONC) – Form 4 filing dated 31-Jul-2025

SVP & General Counsel Henry Chan Lee reported a mandatory tax-related sale of 920 American Depositary Shares (ADS) on 30-Jul-2025 at a weighted-average price of $304.6008. Each ADS equals 13 ordinary shares, so the transaction represents the disposition of roughly 11,960 ordinary shares equivalent.

The ADS were automatically sold to cover withholding taxes upon vesting of a previously granted RSU award that vests 25 % annually on the anniversary of 29-Jul-2022, with possible acceleration on certain termination events. Following the sale, Lee continues to hold 266,474 ordinary shares directly.

• No derivative security activity was reported.
• The filing was executed by attorney-in-fact Qing Nian.

The transaction appears routine and driven by tax-withholding obligations rather than discretionary selling, limiting its market significance.

Positive

• None.

Negative

• Insider sale: 920 ADS (~$280 k) were sold, which some investors may interpret as a mild negative, despite tax-withholding context.

Insights

Securities Analyst

TL;DR: Routine tax-withholding sale; limited signal value.

The 920-ADS sale (~$280 k) is immaterial versus the insider’s remaining 266 k ordinary shares and aligns with standard RSU vesting. Because the disposition was mandatory and Rule 10b5-1 compliant, it offers little insight into management’s outlook. No options were exercised and no new holdings were acquired, so dilution/ownership structure is unchanged. I view the filing as neutral for valuation or sentiment.

Corporate Governance Expert

TL;DR: Compliance clean; no governance red flags.

The form is timely, properly signed by PoA, and details Rule 10b5-1 alignment, demonstrating good internal controls. Mandatory tax sales are commonplace and do not imply strategic intent. Insider still owns a substantial equity stake, maintaining alignment with shareholders. Governance impact is negligible.

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^*

Lee Chan Henry

(Last) (First) (Middle)

C/O BEONE MEDICINES I GMBH

AESCHENGRABEN 27, 21ST FLOOR

(Street)

BASEL V8 4051

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BeOne Medicines Ltd. [ ONC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2025

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

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

X	Form filed by One Reporting Person
	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								266,474	D
American Depositary Shares(1)	07/30/2025		S(2)		920	D	$304.6008(3)	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 (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

Explanation of Responses:

1. Each American Depositary Share represents 13 Ordinary Shares.

2. The sale was effected pursuant to a mandatory tax withholding provision in the Reporting Person's restricted share unit award agreement in connection with the vesting of a restricted share unit award previously granted to the Reporting Person. 1/4th of the securities will vest on each anniversary of July 29, 2022, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $304.5725 to $304.605, 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.

Remarks:

	/s/ Qing Nian, as Attorney-in-Fact	07/31/2025
	** 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

How many BeOne Medicines (ONC) ADS did the insider sell?

920 ADS were sold on 30-Jul-2025.

What was the average sale price of the ADS?

The weighted-average price was $304.6008 per ADS.

Why were the ADS sold?

The sale covered mandatory tax withholding triggered by RSU vesting, per the filing’s explanation.

How many ordinary shares does the insider still own?

The insider continues to hold 266,474 ordinary shares after the transaction.

What is the ADS-to-ordinary share ratio for ONC?

Each ADS represents 13 ordinary shares of BeOne Medicines.

Was the transaction under a Rule 10b5-1 plan?

Yes. The box indicating a Rule 10b5-1 compliant trade was checked.