[144] Zai Lab Limited American SEC Filing

Rhea-AI Filing Summary

Zai Lab Limited (NASDAQ: ZLAB) filed a Form 144 indicating that insider Ying Du plans to sell 7,072 American Depositary Shares (ADS) on 02 July 2025 through Fidelity Brokerage Services. The proposed transaction is valued at US$249,143.73, representing roughly 0.0015 % of the company’s 486.9 million ADS outstanding, and stems from the vesting of restricted stock on 01 July 2025.

The filing also discloses that the same insider has already sold 235,729 ADS between 02 April 2025 and 30 June 2025, generating an estimated US$7.1 million in gross proceeds. These prior sales were executed in eight tranches ranging from 2,945–50,000 ADS each.

Although the absolute dollar value of the individual sale is modest relative to Zai Lab’s market capitalization, the cumulative selling pattern may be interpreted by some investors as a signal of insider profit-taking. No new operational, earnings or strategic information is provided in this filing; the document is strictly a regulatory notice satisfying Rule 144 requirements.

Positive

• Regulatory compliance: Insider has properly disclosed the planned sale under Form 144, enhancing transparency.
• Immaterial dilution: Proposed 7,072-share sale is only 0.0015 % of outstanding ADS, posing no dilution risk.

Negative

• Continued insider selling: Insider has sold 235,729 ADS in the prior three months and plans additional sales, which could signal weakened insider confidence.
• Potential sentiment pressure: Aggregate insider disposals (~US$7.3 m) may weigh on market perception despite limited financial impact.

Insights

Portfolio Manager

TL;DR: Small sale, but continues sizeable insider selling trend—sentiment negative, financial impact immaterial.

The 7,072-share sale equates to roughly 0.0015 % of shares outstanding and therefore has a de minimis effect on float or liquidity. However, combined with 235k shares sold over the last quarter, management’s aggregate disposal tops 242k ADS (≈US$7.3 m). Persistent insider selling can undermine investor confidence, especially absent offsetting insider purchases. That said, the transactions follow restricted-stock vesting, so liquidity/ diversification motives likely dominate. Fundamentally, nothing in the filing alters ZLAB’s cash runway, pipeline outlook or valuation framework; thus, I classify market impact as neutral-to-slightly-negative.

Risk Analyst

TL;DR: Regulatory compliance clear; insider selling trend could be a soft risk flag.

From a governance standpoint, the filing demonstrates adherence to Rule 144 disclosure. The limited size of the upcoming sale poses no dilution or balance-sheet risk. Nevertheless, the cadence of insider disposals—eight prior trades within three months—warrants monitoring for potential signaling risk. If similar volumes persist, market participants may perceive reduced insider conviction, potentially pressuring valuation multiples. Overall risk profile unchanged, but sentiment watch advised.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
American Depositary Shares	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	7072	249143.73	486853250	07/02/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
American Depositary Shares	07/01/2025	Restricted Stock Vesting	Issuer			7072	07/01/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Ying Du 4560 Jinke Road Bldg. 1, 4th Floor Pudong Shanghai F4 201210	American Depositary Shares	04/02/2025	5808	208473.51
Ying Du 4560 Jinke Road Bldg. 1, Fourth Floor Pudong Shanghai F4 201210	American Depositary Shares	04/04/2025	2945	97504.53
Ying Du 4560 Jinke Road Bldg. 1, Fourth Floor Pudong Shanghai F4 201210	American Depositary Shares	05/09/2025	50000	1481140.00
Ying Du 4560 Jinke Road Bldg. 1, Fourth Floor Pudong Shanghai F4 201210	American Depositary Shares	05/12/2025	50000	1472165.00
Ying Du 4560 Jinke Road Bldg. 1, Fourth Floor Pudong Shanghai F4 201210	American Depositary Shares	05/13/2025	50000	1428650.00
Ying Du 4560 Jinke Road, Bldg. 1 Fourth Floor Pudong Shanghai F4 201210	American Depositary Shares	05/14/2025	46389	1302858.26
Ying Du 4560 Jinke Road Bldg. 1, Fourth Floor Pudong Shanghai F4 201210	American Depositary Shares	06/26/2025	23669	855196.47
Ying Du 4560 Jinke Road Bldg. 1, Fourth Floor Pudong Shanghai F4 201210	American Depositary Shares	06/30/2025	6918	245723.90

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many ZLAB shares are proposed to be sold under this Form 144?

7,072 ADS are scheduled for sale on 02 July 2025.

What is the market value of the planned Zai Lab share sale?

The sale is valued at approximately US$249,143.73 based on the filing.

How many ZLAB shares has the insider sold in the past three months?

A total of 235,729 ADS were sold between 02 April and 30 June 2025.

Does the proposed sale significantly dilute existing shareholders?

No. The 7,072 ADS represent just 0.0015 % of the 486.9 million ADS outstanding.

Why is the insider selling ZLAB shares now?

The filing cites restricted stock vesting on 01 July 2025; the sale appears linked to compensation-related share vesting.