Zai Lab (ZLAB) CEO records small ADS sale to cover tax on RSUs

Rhea-AI Filing Summary

Zai Lab Ltd Chairperson and CEO Ying Du reported an open-market sale of 2,653 American Depositary Shares (ADSs) of the company at a price of $20.448 per ADS. A filing footnote explains these ADSs were sold automatically to cover taxes upon vesting of Restricted Share Units.

After this tax-related sale, Ying Du directly holds 1,122,626 ADSs. Each ADS represents ten ordinary shares of Zai Lab, and the ADSs and ordinary shares are fully fungible.

Insider Trade Summary

Net Seller: 2,653 shares ($54,249)

Net Sell 1 txn

Insider Du Ying

Role Chairperson & CEO

Sold 2,653 shs ($54K)

Type	Security	Shares	Price	Value
Sale	American Depositary Shares	2,653	$20.448	$54K

Holdings After Transaction: American Depositary Shares — 1,122,626 shares (Direct)

Footnotes (1)

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

Key Figures

ADSs sold: 2,653 ADSs Sale price: $20.448 per ADS Holdings after transaction: 1,122,626 ADSs +1 more

4 metrics

ADSs sold 2,653 ADSs Open-market transaction on 2026-04-06

Sale price $20.448 per ADS Price for ADSs sold on 2026-04-06

Holdings after transaction 1,122,626 ADSs Directly held by Ying Du after sale

ADS to ordinary share ratio 1 ADS = 10 ordinary shares Equity structure as described in Form 4 footnote

Key Terms

American Depositary Shares, Restricted Share Units, open-market sale, fully fungible

4 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.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

fully fungible financial

"Our ADSs and Ordinary Shares are fully fungible."

Form 4 Insider Transactions: What Each Field Means →

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^*

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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairperson & CEO

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		2,653(2)	D	$20.448	1,122,626	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.

	/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)

FAQ

What insider transaction did ZLAB Chairperson & CEO Ying Du report?

Ying Du reported selling 2,653 American Depositary Shares (ADSs) of Zai Lab Ltd at $20.448 per ADS. A footnote clarifies the sale was automatic, executed solely to cover taxes due on recently vested Restricted Share Units.

Was the ZLAB insider sale by Ying Du a discretionary trade?

No, the sale was not discretionary. The filing states the 2,653 ADSs were sold automatically to cover taxes triggered by the vesting of Restricted Share Units, indicating a tax-management transaction rather than a voluntary open-market portfolio decision.

How many ZLAB ADSs does Ying Du hold after the reported sale?

Following the 2,653 ADS sale, Ying Du directly holds 1,122,626 American Depositary Shares of Zai Lab Ltd. This post-transaction holding figure comes directly from the Form 4 and shows the CEO retains a substantial equity position in the company.

At what price were the ZLAB ADSs sold in this Form 4 filing?

The 2,653 American Depositary Shares were sold at $20.448 per ADS. This price is disclosed in the transaction details and represents the per-share amount received in the tax-related sale linked to Restricted Share Unit vesting.

What does each ZLAB American Depositary Share (ADS) represent?

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