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Zai Lab (ZLAB) Insider Adds 10.8K ADSs via Restricted Stock Grant

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Form 4 Overview – Zai Lab Ltd (ZLAB)

The filing discloses that director Dr. John D. Diekman received a grant of 10,831 American Depositary Shares (ADSs) of Zai Lab on 18 June 2025. Each ADS represents ten ordinary shares. The grant was recorded with a transaction code “A”, indicating an acquisition.

Key transaction terms

  • Type: Restricted stock award
  • Cost basis: $0 per ADS
  • Vesting: Shares vest in full on 18 June 2026, contingent on Dr. Diekman’s continued board service.
  • Post-transaction holdings: 99,769 ADSs held directly after the award.

No derivative securities, sales, or option exercises were reported in this filing. The grant appears to be routine director equity compensation and does not stem from a Rule 10b5-1 trading plan.

Investor takeaway

The award modestly increases insider ownership and signals continued board alignment with shareholders, but it is not a market purchase. Because the shares are subject to a one-year vesting schedule and were issued at no cost, the filing is generally considered neutral‐to-positive in sentiment and immaterial to near-term valuation.

Positive

  • Director’s ownership increases by 10,831 ADSs, modestly enhancing insider alignment with shareholders.

Negative

  • None.

Insights

TL;DR: Routine director stock grant; minimal market impact.

Dr. Diekman’s 10,831-ADS restricted stock award is typical annual board compensation. The zero-cost grant lifts his direct stake to 99,769 ADSs, but because the shares vest over one year and involve no cash outlay, the filing does not change Zai Lab’s financial profile or float materially. Insider alignment edges higher, yet absence of an open-market purchase tempers any bullish signal. Impact on valuation, liquidity, or governance risk is therefore negligible.

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*
DIEKMAN JOHN D

(Last) (First) (Middle)
C/O ZAI LAB LIMITED
314 MAIN STREET, 4TH FLOOR, SUITE 100

(Street)
CAMBRIDGE MA 02142

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Zai Lab Ltd [ ZLAB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025
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
American Depositary Shares(1) 06/18/2025 A 10,831(2) A $0 99,769 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. Each American Depositary Share ("ADS") represents ten Ordinary Shares of the issuer. Our ADSs and Ordinary Shares are fully fungible. For purposes of this Form 4, we are reporting this in terms of ADSs.
2. Represents restricted shares that vest in full on June 18, 2026, subject to the Reporting Person's continued service as a member of the issuer's board of directors through such vesting date.
/s/ Bruce Blefeld, Attorney-in-Fact 06/23/2025
** 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

How many ZLAB ADSs did Dr. Diekman acquire on 18 June 2025?

10,831 ADSs were granted to the director.

What was the purchase price for the shares reported in the Form 4?

The restricted stock award was issued at $0 cost to the reporting person.

When will the newly granted ZLAB shares vest?

They vest in full on 18 June 2026, subject to continued board service.

What is Dr. Diekman’s total direct ownership after the transaction?

He now directly owns 99,769 ADSs.

Does this Form 4 filing involve any derivative securities or option exercises?

No. The filing reports only a restricted stock grant; no derivatives were involved.
Zai Lab Limited

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