BeOne Medicines (ONC) officer granted 427,895 restricted shares and RMB interest

Rhea-AI Filing Summary

BeOne Medicines Ltd. reported that its President and Global Head of R&D received a large equity award in the form of restricted share units. On December 31, 2025, the executive acquired 427,895 ordinary shares at a stated price of $0, reflecting the vesting terms of these units rather than a cash purchase.

After this transaction, the executive beneficially owns 1,451,424 ordinary shares directly and 601,965 shares indirectly through Wang Holdings LLC. The filing also explains a separate RMB Shares Employee Participation Plan tied to the company’s STAR Market offering in China, under which the plan purchased 2,069,546 RMB Shares at an initial public offering price of RMB192.6 per share. The reporting person contributed RMB10 million to this plan and may have an indirect economic interest in some of these RMB Shares while disclaiming beneficial ownership except for any pecuniary interest.

Insider Trade Summary

Net Buyer: 427,895 shares

Net Buy 3 txns

Insider Wang Lai

Role President, Global Head of R&D

Type	Security	Shares	Price	Value
Grant/Award	Ordinary Shares	427,895	$0.00	$0.00
holding	Ordinary Shares	--	--	--
holding	RMB Shares	--	--	--

Holdings After Transaction: Ordinary Shares — 1,451,424 shares (Direct); Ordinary Shares — 601,965 shares (Indirect, See Footnote); RMB Shares — 0 shares (Indirect, See Footnote)

Footnotes (5)

1. F1. Represents securities underlying restricted share units. 1/4 of the securities will vest on each anniversary of December 31, 2025, subject to continued service through each such date. Unvested securities are subject to accelerated vesting upon certain termination events.
2. 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.
3. 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.
4. 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).
5. 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.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 01/05/2026 - 05:12 PM Learn about SEC filing dates

FAQ

What insider transaction did BeOne Medicines (ONC) disclose for its President and Global Head of R&D?

The company disclosed that its President and Global Head of R&D acquired 427,895 ordinary shares on December 31, 2025. These shares represent securities underlying restricted share units, with no cash price paid (listed at $0 per share).

How many BeOne Medicines (ONC) shares does the executive beneficially own after this transaction?

Following the reported transaction, the executive beneficially owns 1,451,424 ordinary shares directly and 601,965 ordinary shares indirectly through Wang Holdings LLC, whose interests are owned by the executive, his spouse, and a family trust.

What are the vesting terms of the restricted share units reported by BeOne Medicines (ONC)?

The filing states that the reported securities represent restricted share units where 1/4 of the securities vest on each anniversary of December 31, 2025, subject to the executive’s continued service on each vesting date. Unvested securities are subject to accelerated vesting upon certain termination events.

What is the RMB Shares Employee Participation Plan mentioned by BeOne Medicines (ONC)?

The RMB Shares Employee Participation Plan allows certain executive officers and qualified employees of PRC subsidiaries to indirectly participate in the company’s STAR Market initial public offering. Through an asset management plan administered by China International Capital Corporation Limited, the plan purchased an aggregate of 2,069,546 RMB Shares at an IPO price of RMB192.6 per share (or $30.1295 using the stated exchange rate).

What is the executive’s involvement in the RMB Shares Employee Participation Plan at BeOne Medicines (ONC)?

The reporting person contributed RMB10 million to the RMB Shares Employee Participation Plan. He may be deemed to have an indirect economic interest in an indeterminable portion of the RMB Shares held by the plan but has no voting or dispositive power over those shares and disclaims Section 16 beneficial ownership except to the extent of any pecuniary interest.

What does BeOne Medicines (ONC) mean by "RMB Shares" in this insider report?

The term "RMB Shares" refers to the issuer’s ordinary shares, par value $0.0001 per share, that were issued directly by the company in its initial public offering on the Science and Technology Innovation Board (STAR Market) of the Shanghai Stock Exchange to permitted investors in Renminbi within the People’s Republic of China.

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^*

Wang Lai

(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)
	President, Global Head of R&D

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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(1)	12/31/2025		A		427,895	A	$0	1,451,424	D
Ordinary Shares								601,965	I	See Footnote(2)
RMB Shares(3)								0(4)(5)	I	See Footnote(5)

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. Represents securities underlying restricted share units. 1/4 of the securities will vest on each anniversary of December 31, 2025, subject to continued service through each such date. Unvested securities are subject to accelerated vesting upon certain termination events.

2. 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.

3. 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.

4. 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).

5. 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.

Remarks:

	/s/ Qing Nian, as Attorney-in-Fact	01/05/2026
	** 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.