Other Information.
+Added: Effective as of August 3, 2026, the Swiss Articles were amended to reflect changes in the Company’s total issued share capital resulting from the issuance to one of the Company’s wholly-owned subsidiaries of 866,073 of the Company’s fully paid-up registered shares with a nominal value of $0.0001 each, which are being used in connection with the Company’s share delivery obligations from time to time pursuant to its equity benefit plans.
+Added: As a result of this amendment, the Swiss Articles now reflect a share capital of $154,184.1971 divided into 1,541,841,971 fully paid-up registered shares, and the capital band provision contained therein has been updated.
+Added: A copy of the Company’s amended Swiss Articles is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
The following table describes for the quarterly period covered by this report each trading arrangement for the purchase or sale of the Company’s securities adopted , modified or terminated by our directors and officers that is either (1) a contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), or a “Rule 10b5-1 trading arrangement,” or (2) a “non-Rule 10b5-1 trading arrangement” (as defined in Item 408(c) of Regulation S-K):
Name (Title) Action Taken (Date of Action) Type of Trading Arrangement Nature of Trading Arrangement Duration of Trading Arrangement Aggregate Number of Securities
−Removed: ( Co-Founder, Chief Executive Officer, and Chairman of the Board of Directors )
−Removed: ( March 10, 2026 )
−Removed: Rule 10b5-1 trading arrangement Sale July 10, 2027
−Removed: (i) up to 892,123 ADSs to be sold by Mr.
−Removed: (ii) up to such net number of ADSs to be received upon vesting of unvested RSUs in 2026 after sell-to-cover for withholding tax, to be sold by Mr.
−Removed: (iii) up to 60,010 ADSs to be sold by the Pan-Oyler Foundation.
+Added: ( Senior Vice President, General Counsel )
+Added: ( May 29, 2026 )
+Added: Rule 10b5-1 trading arrangement Sale August 28, 2027
+Added: Up to 9,353 ADSs plus up to such additional number of ADSs subject to restricted share units (“RSUs”) equal to the net number of ADSs resulting from applicable RSU vestings after sell-to-cover for withholding tax.
+Added: Xiaodong Wang
+Added: ( Co-Founder and Director )
+Added: ( June 9, 2026 )
+Added: Rule 10b5-1 trading arrangement Sale September 8, 2027
+Added: Stock options and RSUs equaling up to 131,370 ADSs.
See the Exhibit Index below for a list of the exhibits filed as part of, or incorporated by reference into, this Quarterly Report, which Exhibit Index is incorporated herein by reference.
1 unchanged sentence
Exhibit Description Filed/Furnished Herewith Incorporated by Reference Herein from Form or Schedule Filing Date SEC File / Reg.
+Added: 3.1 Articles of Association of BeOne Medicines Ltd., effective August 3 , 2026
10.1# Independent Non-Executive Director Compensation Policy, as amended
+Added: (Exhibit 10.1) 5/6/2026 001-37686
10.2# Form of Global Restricted Share Unit Award Agreement for Non-Employee Directors under the Fourth Amended and Restated 2016 Share Option and Incentive Plan
+Added: (Exhibit 10.2) 5/6/2026 001-37686
+Added: 10.3# Fifth Amended and Restated 2016 Share Option and Incentive Plan
+Added: (Exhibit 10.1) 6/11/2026 001-37686
+Added: 10.4# Sixth Amended and Restated 2018 Employee Share Purchase Plan
31.1 Certification of Principal Executive Officer Required Under Rule 13a‑14(a) and 15d‑14(a) of the Securities Exchange Act of 1934, as amended
12 unchanged sentences
BEONE MEDICINES LTD.
−Removed: May 6, 2026 By:
+Added: August 5, 2026 By:
Chief Executive Officer and Chairman
(Principal Executive Officer)
−Removed: May 6, 2026 By:
+Added: August 5, 2026 By:
/s/ Aaron Rosenberg
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.