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Zai Lab (NASDAQ: ZLAB) CEO gifts 107,700 ADS to adult son’s trusts

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

Rhea-AI Filing Summary

Zai Lab Ltd Chairperson and CEO Du Ying reported a series of bona fide gifts of American Depositary Shares (ADSs). On May 26 and 27, 2026, Du Ying gifted a total of 107,700 ADSs in three transactions to trusts established for the benefit of an adult son. Each ADS represents ten Ordinary Shares of the company. After these transfers, Du Ying continues to hold 1,158,583 ADSs directly, indicating a substantial remaining ownership position.

Positive

  • None.

Negative

  • None.
Insider Du Ying
Role Chairperson & CEO
Type Security Shares Price Value
Gift American Depositary Shares 33,993 $0.00 $0.00
Gift American Depositary Shares 53,850 $0.00 $0.00
Gift American Depositary Shares 19,857 $0.00 $0.00
Holdings After Transaction: American Depositary Shares — 1,158,583 shares (Direct)
Footnotes (3)
  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. This transaction represents the transfer of shares held by the reporting person to a trust established for the benefit of an adult son of the reporting person.
  3. F3. This transaction represents the transfer of shares held by the reporting person to a trust established for the benefit of an adult son of the reporting person.
Total ADS gifted 107,700 ADS Aggregate bona fide gifts reported on May 26–27, 2026
Gift on May 26, 2026 19,857 ADS Single bona fide gift transaction
First gift on May 27, 2026 33,993 ADS Bona fide gift transaction
Second gift on May 27, 2026 53,850 ADS Bona fide gift transaction
Shares held after gifts 1,158,583 ADS Direct holdings following final reported transaction
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.
bona fide gift financial
"transaction_code_description: "Bona fide gift" for each transaction."
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
trust financial
"transfer of shares held by the reporting person to a trust established for the benefit of an adult son"
A trust is a legal setup in which one party (the trustee) holds and manages assets—like cash, stocks or property—on behalf of other people (beneficiaries) according to instructions from the person who created it (the grantor). Think of it as a locked box with a keyholder who must follow written rules; for investors it matters because trusts influence who controls and benefits from assets, affect taxes and succession, and can change how quickly or transparently shares are bought, sold or voted.
Ordinary Shares financial
"Each American Depositary Share ("ADS") represents ten Ordinary Shares of the issuer."
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.
fully fungible financial
"Our ADSs and Ordinary Shares are fully fungible."

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

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did Zai Lab (ZLAB) report for Du Ying?
Zai Lab reported that Chairperson and CEO Du Ying made bona fide gifts of 107,700 American Depositary Shares. The transfers were charitable-style gifts, not open-market sales, and therefore do not involve a sale price or trading proceeds.

Over what dates did the Zai Lab (ZLAB) CEO gift shares?
The gifts were executed over two days, May 26 and May 27, 2026. Three separate transactions occurred on those dates, all reported as bona fide gifts of American Depositary Shares rather than market purchases or sales.

How many Zai Lab (ZLAB) ADSs did Du Ying gift in total?
Du Ying gifted a total of 107,700 American Depositary Shares according to the Form 4 summary. This total comes from three gift transactions of 19,857, 33,993, and 53,850 ADSs reported as bona fide gifts.

What is Du Ying’s remaining Zai Lab (ZLAB) shareholding after the gifts?
After the gifts, Du Ying directly holds 1,158,583 American Depositary Shares. This figure shows that, despite the charitable transfers, the reporting person continues to maintain a significant direct equity stake in Zai Lab Ltd.

Were the Zai Lab (ZLAB) CEO’s transactions open-market sales or gifts?
The transactions were reported as bona fide gifts, not open-market sales. The Form 4 uses transaction code G, with a price per share of $0.0000, indicating transfers without consideration rather than trading on the market.

Who benefits from the gifted Zai Lab (ZLAB) shares reported by Du Ying?
Footnotes state the gifts were transfers to trusts established for the benefit of an adult son. These trusts, not public market buyers, are the recipients of the American Depositary Shares transferred by the Zai Lab CEO.
SEC Form 4
FORM 4UNITED 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*
Du Ying
(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairperson & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
American Depositary Shares(1)05/26/2026G(2)19,857D$01,246,426D
American Depositary Shares(1)05/27/2026G(2)33,993D$01,212,433D
American Depositary Shares(1)05/27/2026G(3)53,850D$01,158,583D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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. This transaction represents the transfer of shares held by the reporting person to a trust established for the benefit of an adult son of the reporting person.
3. This transaction represents the transfer of shares held by the reporting person to a trust established for the benefit of an adult son of the reporting person.
/s/ Bruce Blefeld, Attorney-in-Fact05/28/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR