Zai Lab executive sells ADSs for tax withholding

Zai Lab Ltd officer Rafael Amado reported an open-market sale of 2,739 American Depositary Shares (ADSs) at $20.448 per ADS.

Accepted by SEC EDGAR 04/08/2026 - 07:33 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Zai Lab Ltd officer Rafael Amado reported an open-market sale of 2,739 American Depositary Shares (ADSs) at $20.448 per ADS. Each ADS represents ten ordinary shares. After the transaction, he directly holds 57,022 ADSs.

According to the filing, these ADSs were sold automatically to cover taxes due upon the vesting of Restricted Share Units, indicating the sale was driven by tax obligations rather than a discretionary portfolio decision.

Insider Trade Summary

Net Seller: 2,739 shares

Net Sell 1 txn

Insider Amado Rafael

Role See Remarks

Sold 2,739 shs ($56K)

Share of Position Sold 4.6%

Type	Security	Shares	Price	Value
Sale	American Depositary Shares	2,739	$20.448	$56K

Holdings After Transaction: American Depositary Shares — 57,022 shares (Direct)

Holdings Before and After: American Depositary Shares, 59,761 to 57,022 shares (Direct)

Other Insiders: 4 other insiders reported open-market sales of this stock in the 30 days up to this filing.

Footnotes (2)

1. F1. 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. F2. These ADSs were sold automatically to cover taxes upon vesting of Restricted Share Units.

Key Figures

ADSs sold: 2,739 ADSs Sale price per ADS: $20.448 per ADS ADS holdings after transaction: 57,022 ADSs +1 more

4 metrics

ADSs sold 2,739 ADSs Automatic sale to cover taxes on RSU vesting

Sale price per ADS $20.448 per ADS Price for the 2,739 ADSs sold

ADS holdings after transaction 57,022 ADSs Direct holdings of Rafael Amado after sale

ADS to ordinary share ratio 1 ADS = 10 ordinary shares Representation of each American Depositary Share

Key Terms

American Depositary Shares, Restricted Share Units, ADSs and Ordinary Shares are fully fungible

3 terms

American Depositary Shares financial

"Each American Depositary Share ("ADS") represents ten Ordinary Shares of the issuer."

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.

Restricted Share Units financial

"These ADSs were sold automatically to cover taxes upon vesting of Restricted Share Units."

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.

ADSs and Ordinary Shares are fully fungible financial

"Our ADSs and Ordinary Shares are fully fungible."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Zai Lab (ZLAB) report for Rafael Amado?

Zai Lab reported that officer Rafael Amado sold 2,739 American Depositary Shares at $20.448 per ADS. The filing notes the ADSs were sold automatically to cover taxes triggered by the vesting of Restricted Share Units.

Was the Zai Lab (ZLAB) insider sale a discretionary trade or tax-related?

The sale was tax-related. The filing explains the 2,739 ADSs were sold automatically to cover taxes when Restricted Share Units vested, indicating a mechanistic tax-withholding event rather than a discretionary open-market sale decision by the officer.

How many Zai Lab (ZLAB) shares does Rafael Amado hold after the sale?

After the transaction, Rafael Amado directly holds 57,022 American Depositary Shares. Each ADS represents ten ordinary shares of Zai Lab, so this figure reflects his remaining ADS position following the tax-related sale reported in the Form 4.

At what price were the Zai Lab (ZLAB) ADSs sold in the insider transaction?

The 2,739 American Depositary Shares were sold at an average price of $20.448 per ADS. This price applies to the entire block of ADSs that were automatically sold to satisfy tax obligations from the vesting of Restricted Share Units.

What does each Zai Lab (ZLAB) American Depositary Share represent?

Each American Depositary Share (ADS) of Zai Lab represents ten ordinary shares of the company. The filing notes that the ADSs and ordinary shares are fully fungible, and all amounts in the Form 4 are reported in terms of ADSs.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Amado Rafael

(Last) (First) (Middle)

C/O ZAI LAB LIMITED

314 MAIN STREET, 4TH FLOOR, SUITE 100

(Street)

CAMBRIDGE MASSACHUSETTS 02142

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Zai Lab Ltd [ ZLAB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026

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
American Depositary Shares(1)	04/06/2026		S		2,739(2)	D	$20.448	57,022	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. These ADSs were sold automatically to cover taxes upon vesting of Restricted Share Units.

Remarks:

President, Head of Global Oncology Research and Development

	/s/ Bruce Blefeld, Attorney-in-Fact	04/08/2026
	** 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)