BeOne Medicines options exercise for 30,768 ADS
Baker Bros.-related funds exercised options for 30,768 ADS of BeOne Medicines at $36.83 per ADS, with only indirect pecuniary interests retained.
Rhea-AI Filing Summary
BeOne Medicines Ltd. (ONC) reported that entities associated with Baker Bros. Advisors LP exercised non-qualified share options previously granted to two employees for their past board service and received American Depositary Shares (ADS) on September 14, 2026. A total of 30,768 ADS were reported as received upon exercise of 15,384 share options issued to each of Ranjeev Krishana and Michael Goller at an exercise price of $36.83 per ADS. The funds managed by Baker Bros. Advisors LP have an indirect proportionate pecuniary interest in these ADS, while the employees and Felix J. Baker do not retain direct pecuniary interests in the compensation-related securities. Baker Bros. Advisors LP has voting and dispositive power over the options, RSUs and shares held for the benefit of the funds, and the Baker parties disclaim beneficial ownership except to the extent of their pecuniary interest.
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Insights
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Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Non-Qualified Share Options F17, F1, F2, F3, F4, F6, F7, F9, F18 | 30,768 | $0.00 | $0.00 |
| Exercise | Non-Qualified Share Options F17, F1, F2, F4, F6, F7, F9, F11, F18 | 30,768 | $0.00 | $0.00 |
| Exercise | American Depositary Shares F14, F1, F2, F3, F4, F5, F6, F7, F8, F9, F18 | 30,768 | $36.83 | $1.13M |
| Exercise | American Depositary Shares F14, F1, F2, F4, F5, F6, F7, F8, F9, F11, F18 | 30,768 | $36.83 | $1.13M |
| holding | American Depositary Shares F14, F15 | -- | -- | -- |
| holding | American Depositary Shares F14, F16 | -- | -- | -- |
| holding | Ordinary Shares F12 | -- | -- | -- |
| holding | Ordinary Shares F13 | -- | -- | -- |
| holding | Ordinary Shares F3, F4, F6, F7, F8, F9, F10 | -- | -- | -- |
| holding | Ordinary Shares F4, F6, F7, F8, F9, F10, F11 | -- | -- | -- |
Footnotes (18)
- F1. American Depositary Shares ("ADS") of BeOne Medicines Ltd. (the "Issuer") received upon exercise of 15,384 non-qualified share options to purchase ADS or Ordinary Shares ("Share Options") that were issued to each of Ranjeev Krishana and Michael Goller, full-time employees of Baker Bros. Advisors LP (the "Adviser") for their prior service as directors of the Issuer. Ranjeev Krishana and Michael Goller, pursuant to the policies of the Adviser, do not have any right to the pecuniary interest in the Share Options issued for their prior service on the board of directors of the Issuer (the "Board") or the ADS or Ordinary Shares received upon exercise of such Share Options.
- F2. Each of 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") and their affiliates and control persons owns an indirect proportionate pecuniary interest in the ADS received upon exercise of the Share Options issued in connection with Ranjeev Krishana and Michael Goller's prior service on the Board less the exercise cost of those Share Options.
- F3. After giving effect to the transaction reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in securities reported in column 5 of Table I and in column 9 of Table II directly held by or held for the benefit of 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.
- F4. Pursuant to the policies of the Adviser, Felix J. Baker does not have any right to any of the Issuer's securities issued as compensation for his current service on the Board and Ranjeev Krishana and Michael Goller do not have the right to any of the Issuer's securities issued as compensation for their past service on the Board and the Funds are entitled to an indirect proportionate pecuniary interest in such securities.
- F5. The Funds each own an indirect proportionate pecuniary interest in the Ordinary Shares or ADS received upon vesting of restricted share units (each an "RSU"), Share Options, and Ordinary Shares or ADS received upon the exercise of Share Options, in each case that were received as a result of Felix J. Baker's current or Ranjeev Krishana's and Michael Goller's past service on the Board. Solely as a result of their ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the Ordinary Shares or ADS received upon vesting of RSUs, Share Options, and Ordinary Shares or ADS received upon the exercise of Share Options (i.e., no direct pecuniary interest).
- F6. The Adviser serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held directly by the Funds or for the benefit of the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds.
- F7. Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by or held for the benefit of the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.
- F8. Pursuant to the policies of the Adviser, the Adviser has voting and dispositive power over the Share Options, RSUs and any Ordinary Shares or ADS received as a result of the exercise of Share Options or vesting of RSUs.
- F9. Felix J. Baker serves on the Board as a representative of the Funds and their affiliates and control persons.
- F10. Includes beneficial ownership of 71,279 Ordinary Shares received from vested RSUs previously granted to Michael Goller and 71,266 Ordinary Shares received from vested RSUs previously granted to Ranjeev Krishana in their capacity as prior directors of the Issuer and 18,980 Ordinary Shares underlying 18,980 unvested RSUs granted to Felix J. Baker in his capacity as a director of the Issuer.
- F11. After giving effect to the transaction reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in securities reported in column 5 of Table I and in column 9 of Table II held directly by or held for the benefit of Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.
- F12. Ordinary Share held directly by Felix J. Baker.
- F13. Ordinary Share held directly by Julian C. Baker.
- F14. Each ADS represents 13 Ordinary Shares.
- F15. ADS held directly by Felix J. Baker.
- F16. ADS held directly by Julian C. Baker.
- F17. The Share Options vested in 3 equal annual installments on April 19, 2018, April 19, 2019 and April 19, 2020.
- F18. The ADS reported represent a total of 30,768 ADS received upon exercise of 15,384 Share Options issued to each of Ranjeev Krishana and Michael Goller. This amount is reported for each of the Funds as each has an indirect proportionate pecuniary interest in such securities.
Key Figures
Key Terms
pecuniary interest financial
voting and dispositive power financial
FAQ
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How many BeOne Medicines (ONC) ADS were received in the reported Form 4 transaction?
Who has voting and dispositive power over the BeOne Medicines (ONC) securities involved?
Were the reported ONC insider transactions made under a Rule 10b5-1 trading plan?
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