[Form 4] BeOne Medicines Ltd. Insider Trading Activity

Rhea-AI Filing Summary

John Oyler, Chief Executive Officer and Director of BeOne Medicines Ltd. (ONC), reported sales of American Depositary Shares on 09/16/2025 under a Rule 10b5-1 trading plan adopted on March 12, 2025. The Form 4 lists six sale transactions totaling 28,203 ADS at weighted-average prices ranging approximately from $323.61 to $327.78 (footnotes provide per-transaction ranges). Each ADS represents 13 ordinary shares. The filing shows multiple pools of ordinary shares held directly or indirectly through trusts and entities, with the reporting person disclaiming beneficial ownership of certain holdings. The form is signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Sales executed pursuant to a Rule 10b5-1 trading plan, indicating pre-arranged, compliance-focused transactions
• Disclosure includes weighted-average prices and price ranges for the ADS sales, improving transparency
• Detailed ownership footnotes explain indirect holdings and disclaimers, clarifying potential conflicts

Negative

• Insider sold 28,203 ADS on 09/16/2025, equal to 366,639 ordinary shares when multiplied by the 13:1 ADS-to-ordinary conversion ratio
• Substantial holdings held indirectly across trusts and entities may complicate assessment of true beneficial ownership

Insights

Securities Analyst

TL;DR: CEO sold ADSs under a pre-established 10b5-1 plan; sales provide liquidity but do not indicate new corporate developments.

The reported sale of 28,203 ADS on 09/16/2025 was executed pursuant to a Rule 10b5-1 trading plan adopted March 12, 2025. Weighted-average prices for the grouped transactions are disclosed with per-transaction ranges in the footnotes, enhancing transparency about execution prices. The filing also details substantial ordinary-share holdings across trusts and entities, with disclaimers of beneficial ownership for several positions. From a market-impact perspective, these are insider sales under an orderly-plan framework rather than open-market signaling tied to corporate events.

Corporate Governance Expert

TL;DR: Insider disclosed rule-compliant sales and multiple related-party holdings; documentation and disclaimers are comprehensive.

The Form 4 identifies the reporting person as both CEO and director and documents sales under a documented 10b5-1 plan, which supports compliance with insider-trading rules. The filing includes clear footnotes describing the nature of indirect ownership (various trusts and an LLC) and disclaims beneficial ownership where applicable. The signature by an attorney-in-fact and the inclusion of weighted-average prices and price ranges align with strong disclosure practices.

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
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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).

1. Name and Address of Reporting Person^*

OYLER JOHN

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

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								7,450,894	D
Ordinary Shares								481,533	I	See Footnote(1)
Ordinary Shares								7,722,480	I	See Footnote(2)
Ordinary Shares								28,204,115	I	See Footnote(3)
Ordinary Shares								9,545,000	I	See Footnote(4)
Ordinary Shares								102,188	I	See Footnote(5)
American Depositary Shares(6)	09/16/2025		S(7)		4,066	D	$324.1176(8)	23,737	D
American Depositary Shares(6)	09/16/2025		S(7)		6,883	D	$325.062(9)	16,854	D
American Depositary Shares(6)	09/16/2025		S(7)		12,446	D	$326.1362(10)	4,408	D
American Depositary Shares(6)	09/16/2025		S(7)		4,008	D	$326.9029(11)	400	D
American Depositary Shares(6)	09/16/2025		S(7)		400	D	$327.78	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. These securities are held by the P&O Trust, the beneficiaries of which include the Reporting Person's child and others, for which the Reporting Person disclaims beneficial ownership.

2. These securities are held in a grantor retained annuity trust, of which the Reporting Person's father is a trustee, for which the Reporting Person disclaims beneficial ownership.

3. These securities are held by Oyler Investment LLC, of which 99% of the the limited liability company interest owned by a grantor retained annuity trust, of which the Reporting Person's father is a trustee, for which the Reporting Person disclaims beneficial ownership.

4. These securities are held for the benefit of the Reporting Person in a Roth IRA PENSCO trust account.

5. These securities are held by The John Oyler Legacy Trust for the benefit of the Reporting Person's minor child, for which the Reporting Person disclaims beneficial ownership.

6. Each American Depositary Share represents 13 Ordinary Shares

7. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 12, 2025.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $323.61 to $324.60, 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.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $324.61 to $325.60, 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.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $325.62 to $326.61, 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.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $326.62 to $327.20, 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	09/18/2025
	** 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

Who filed the Form 4 for BeOne Medicines (ONC)?

The Form 4 was filed on behalf of John Oyler, who is identified as the company's Chief Executive Officer and a Director.

What securities were sold in this Form 4 for ONC and when?

The reporting person sold 28,203 American Depositary Shares (ADS) on 09/16/2025 in multiple transactions.

At what prices were the ADS sold?

The filing reports weighted-average prices with transaction-specific ranges; the per-transaction weighted averages are approximately $324.12, $325.06, $326.14, $326.90, $327.78 and one weighted average reported as $327.78 with ranges detailed in footnotes.

Were the sales part of a pre-arranged trading plan?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on March 12, 2025.

How many ordinary shares does each ADS represent?

Each American Depositary Share represents 13 ordinary shares, per the filing.