STOCK TITAN

BeOne Medicines (ONC) CFO reports new share awards and small tax sale

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

BeOne Medicines Ltd. Chief Financial Officer Aaron Rosenberg reported routine equity compensation activity and a small tax-related sale. He sold 631 American Depositary Shares in an open-market transaction at a weighted average price of $257.7441 per ADS, executed pursuant to a mandatory tax withholding provision tied to a previously granted restricted share unit award. Each ADS represents 13 Ordinary Shares.

Rosenberg also received 71,175 Ordinary Shares as a grant or award, bringing his direct Ordinary Share holdings to 397,891 shares. In addition, he was granted options over 137,865 Ordinary Shares with an exercise price of $20.81 per share, expiring on June 10, 2036. Both the new restricted share units and options vest over four years, with 25% vesting on the first anniversary of June 11, 2026 and the remainder vesting in equal installments thereafter, subject to continued service and potential accelerated vesting upon certain termination events.

Positive

  • None.

Negative

  • None.

Insights

Routine CFO equity grants with small tax-driven sale, not a directional signal.

The filing shows CFO Aaron Rosenberg engaging primarily in compensation-related transactions at BeOne Medicines Ltd. He received 71,175 Ordinary Shares and options over 137,865 Ordinary Shares at an exercise price of $20.81, both vesting over four years with standard service conditions.

The 631 American Depositary Shares sold at a weighted average of $257.7441 were executed under a mandatory tax withholding provision linked to vesting restricted share units, according to footnotes. This indicates a mechanistic tax event rather than a discretionary sale, and he retains a sizable position of 397,891 Ordinary Shares plus unexercised options.

Vesting schedules tied to anniversaries of June 10, 2025 and June 11, 2026 mean future equity will continue to amortize into his holdings if service continues. Subsequent company filings may provide additional detail on future grants or changes to his equity position.

Insider Rosenberg Aaron
Role Chief Financial Officer
Sold 631 shs ($163K)
Type Security Shares Price Value
Grant/Award Share Option (Right to Buy) 137,865 $0.00 --
Grant/Award Ordinary Shares 71,175 $0.00 --
Sale American Depositary Shares 631 $257.7441 $163K
Holdings After Transaction: Share Option (Right to Buy) — 137,865 shares (Direct, null); Ordinary Shares — 397,891 shares (Direct, null); American Depositary Shares — 0 shares (Direct, null)
Footnotes (1)
  1. Represents securities underlying restricted share units. 1/4th of the securities will vest on each anniversary of June 11, 2026, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events. Each American Depositary Share represents 13 Ordinary Shares. 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 June 10, 2025, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $257.3392 to $257.765, 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. The number of securities underlying each option and the exercise price therefor are represented in ordinary shares. These securities vest over a four-year period as follows: 25% on the first anniversary of June 11, 2026 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.
ADS sold 631 American Depositary Shares Open-market sale on June 11, 2026 under tax withholding provision
Weighted average sale price $257.7441 per ADS Sale of 631 ADS; trades between $257.3392 and $257.765
Ordinary Shares granted 71,175 shares Grant/award acquisition on June 11, 2026
Ordinary Shares held after 397,891 shares Direct ownership following June 11, 2026 transactions
Options granted 137,865 options Share Option (Right to Buy) over Ordinary Shares
Option exercise price $20.81 per share Exercise price for 137,865-share option grant
Option expiration date June 10, 2036 Expiry of Share Option (Right to Buy)
ADS to Ordinary ratio 1 ADS = 13 Ordinary Shares Conversion ratio for American Depositary Shares
restricted share units financial
"Represents securities underlying restricted share units. 1/4th of the securities will vest on each anniversary of June 11, 2026, subject to continued service."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
American Depositary Share financial
"Each American Depositary Share represents 13 Ordinary Shares."
An American Depositary Share (ADS) is a U.S.-listed certificate that represents a specified number of shares in a foreign company, held by a custodian bank; it works like a receipt that allows U.S. investors to buy and trade foreign equity on American exchanges without dealing with another country’s markets. Investors care because ADSs make foreign stocks easier to access, improve liquidity and settlement in dollars, and can affect dividend payments, voting rights and regulatory oversight compared with buying the underlying foreign shares directly.
mandatory tax withholding provision financial
"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."
weighted average price financial
"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $257.3392 to $257.765, inclusive."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Share Option (Right to Buy) financial
"Share Option (Right to Buy) ... The number of securities underlying each option and the exercise price therefor are represented in ordinary shares."
accelerated vesting financial
"Unvested securities are subject to accelerated vesting upon certain termination events."
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SEC Form 4
FORM 4UNITED 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*
Rosenberg Aaron

(Last)(First)(Middle)
C/O BEONE MEDICINES I GMBH
AESCHENGRABEN 27, 21ST FLOOR

(Street)
BASEL4051

(City)(State)(Zip)

SWITZERLAND

(Country)
2. Issuer Name and Ticker or Trading Symbol
BeOne Medicines Ltd. [ ONC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary Shares(1)06/11/2026A71,175A$0397,891D
American Depositary Shares(2)06/11/2026S(3)631D$257.7441(4)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Share Option (Right to Buy)$20.81(5)06/11/2026A137,865(5) (6)06/10/2036Ordinary Shares137,865$0137,865D
Explanation of Responses:
1. Represents securities underlying restricted share units. 1/4th of the securities will vest on each anniversary of June 11, 2026, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events.
2. Each American Depositary Share represents 13 Ordinary Shares.
3. 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 June 10, 2025, subject to continued service. Unvested securities are subject to accelerated vesting upon certain termination events.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $257.3392 to $257.765, 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.
5. The number of securities underlying each option and the exercise price therefor are represented in ordinary shares.
6. These securities vest over a four-year period as follows: 25% on the first anniversary of June 11, 2026 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.
Remarks:
/s/ Qing Nian, as Attorney-in-Fact06/15/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did BeOne Medicines (ONC) CFO Aaron Rosenberg report?

Aaron Rosenberg reported a small sale of 631 American Depositary Shares and received 71,175 Ordinary Shares plus options over 137,865 Ordinary Shares. The activity reflects routine equity compensation grants and a tax-related sale rather than a large discretionary trade.

Was the BeOne Medicines (ONC) CFO share sale a discretionary transaction?

The 631 American Depositary Shares were sold under a mandatory tax withholding provision tied to a vesting restricted share unit award. This indicates the sale was executed to satisfy tax obligations rather than as a discretionary open-market reduction of his economic exposure.

How many BeOne Medicines Ordinary Shares does the CFO hold after these transactions?

Following these transactions, Aaron Rosenberg directly holds 397,891 Ordinary Shares. This figure excludes the additional potential ownership from unexercised options over 137,865 Ordinary Shares, which remain outstanding and subject to vesting and exercise conditions.

What are the terms of the BeOne Medicines (ONC) CFO’s new stock option grant?

The new option grant covers 137,865 Ordinary Shares at an exercise price of $20.81 per share, expiring on June 10, 2036. The options vest 25% on June 11, 2026, with remaining shares vesting in 36 equal monthly installments, subject to continued service.

How do the CFO’s restricted share units at BeOne Medicines vest?

Restricted share units underlying the 71,175 Ordinary Shares vest over four years. One quarter vests on the first anniversary of June 11, 2026, and the remaining units vest in equal monthly installments, subject to continued service and potential accelerated vesting upon certain termination events.

What price did the BeOne Medicines CFO receive for the ADS sold?

The 631 American Depositary Shares were sold at a weighted average price of $257.7441 per ADS. Footnotes explain the trades occurred across multiple prices between $257.3392 and $257.765, and detailed breakdowns are available from the company or the reporting person upon request.