BeOne Medicines CEO sells ADS for tax withholding

BeOne Medicines Ltd. Chief Executive Officer John Oyler reported open‑market sales of 3,693 American Depositary Shares on June 16, 2026.

Rhea-AI Filing Summary

BeOne Medicines Ltd. Chief Executive Officer John Oyler reported open‑market sales of 3,693 American Depositary Shares on June 16, 2026. The ADS were sold in three trades at weighted average prices of about $264.87 to $266.69 per ADS.

According to a footnote, these sales were executed under a mandatory tax‑withholding provision tied to the vesting of a restricted share unit award previously granted to him. After these transactions, Oyler directly holds 5,649,640 Ordinary Shares and also reports several indirect Ordinary Share holdings via trusts and an LLC, for some of which he disclaims beneficial ownership.

Insider Trade Summary

Net Seller: 3,693 shares

Net Sell 9 txns

Insider OYLER JOHN

Role Chief Executive Officer

Sold 3,693 shs ($981K)

Type	Security	Shares	Price	Value
Sale	American Depositary Shares	1,650	$264.8738	$437K
Sale	American Depositary Shares	1,710	$265.9856	$455K
Sale	American Depositary Shares	333	$266.6947	$89K
holding	Ordinary Shares	--	--	--
holding	Ordinary Shares	--	--	--
holding	Ordinary Shares	--	--	--
holding	Ordinary Shares	--	--	--
holding	Ordinary Shares	--	--	--
holding	Ordinary Shares	--	--	--

Holdings After Transaction: American Depositary Shares — 0 shares (Direct); Ordinary Shares — 5,649,640 shares (Direct); Ordinary Shares — 46,031,994 shares (Indirect, See Footnote)

Footnotes (10)

1. F1. 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. F2. 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. F3. These securities are held by Oyler Investment LLC, of which 99% of the limited liability company interest owned by a grantor retain annuity trust, of which the Reporting Person's father is a trustee, for which the Reporting Person disclaims beneficial ownership.
4. F4. These securities are held for the benefit of the Reporting Person in a Roth IRA PENSCO trust account.
5. F5. These securities are held by The John Oyler Legacy Trust for the benefit of the Reporting Person's child, for which the Reporting Person disclaims beneficial ownership.
6. F6. Each American Depositary Share represents 13 Ordinary Shares.
7. F7. 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 15, 2023, subject to continued service. Unvested securities are subject to accelerated vesting upon change of control or certain termination events.
8. F8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $264.425 to $265.395, 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. F9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $265.45 to $266.43, 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. F10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $266.46 to $266.905, 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.

Key Figures

ADS sold: 3,693 ADS Sale price range: $264.87–$266.69 per ADS Direct Ordinary Shares after: 5,649,640 Ordinary Shares +2 more

5 metrics

ADS sold 3,693 ADS Open-market sales on June 16, 2026

Sale price range $264.87–$266.69 per ADS Weighted average prices across three transactions

Direct Ordinary Shares after 5,649,640 Ordinary Shares Direct holdings following June 16, 2026 transactions

Net share direction 3,693 net shares sold transactionSummary netBuySellShares

ADS to Ordinary ratio 1 ADS = 13 Ordinary Shares Structural relationship disclosed in footnote

Key Terms

American Depositary Shares, grantor retained annuity trust, restricted share unit, Roth IRA, +1 more

5 terms

American Depositary Shares financial

"American Depositary Shares, transaction_code "S", transaction_type "non-derivative""

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

grantor retained annuity trust financial

"These securities are held in a grantor retained annuity trust, of which the Reporting Person's father is a trustee"

A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.

restricted share unit financial

"mandatory tax withholding provision in the Reporting Person's restricted share unit award agreement in connection with the vesting"

A restricted share unit (RSU) is a promise by a company to give an employee a set number of company shares at a future date, typically after meeting time or performance conditions. For investors, RSUs matter because when they convert into actual shares they increase the number of shares outstanding (like unlocking more tickets in a game), which can dilute existing holders, and they align employee incentives with company performance, influencing behavior and long-term value.

Roth IRA financial

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

A Roth IRA is a retirement savings account you fund with money that’s already been taxed, and withdrawals taken in retirement under the account rules are tax-free. It matters to investors because it shifts the tax bill to today instead of retirement, potentially increasing after-tax income later—think of it like paying for a lifetime subscription now so you can use it without extra charges in the future—helpful for long-term tax planning and flexibility.

weighted average price financial

"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions"

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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/18/2026 - 05:19 PM EDT Learn about SEC filing dates

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^*

OYLER JOHN

(Last) (First) (Middle)

C/O BEONE MEDICINES I GMBH

AESCHENGRABEN 27, 21ST FLOOR

(Street)

BASEL 4051

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares								5,649,640	D
Ordinary Shares								481,533	I	See Footnote(1)
Ordinary Shares								7,699,158	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)	06/16/2026		S(7)		1,650	D	$264.8738(8)	2,043	D
American Depositary Shares(6)	06/16/2026		S(7)		1,710	D	$265.9856(9)	333	D
American Depositary Shares(6)	06/16/2026		S(7)		333	D	$266.6947(10)	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 limited liability company interest owned by a grantor retain 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 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 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 15, 2023, subject to continued service. Unvested securities are subject to accelerated vesting upon change of control or certain termination events.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $264.425 to $265.395, 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 $265.45 to $266.43, 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 $266.46 to $266.905, 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	06/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)