Other Information.
−Removed: There were no trading arrangements for the purchase or sale of our securities entered into, modified or terminated by our directors or officers during the quarterly period covered by this report.
+Added: The following table describes for the quarterly period covered by this report each trading arrangement for the purchase or sale of Company 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):
+Added: Name ( Title )
+Added: Action Taken ( Date of Action )
+Added: Type of Trading Arrangement Nature of Trading Arrangement Duration of Trading Arrangement Aggregate Number of Securities
+Added: ( Senior Vice President, General Counsel )
+Added: ( February 28, 2024 )
+Added: Rule 10b5-1 trading arrangement Sale May 30, 2025 1,440 ADSs plus an additional number of ADSs subject to RSUs equal to the net number of shares resulting from applicable RSU vestings after sell-to-cover for withholding tax.
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.
−Removed: 10.1# Settlement and Termination Agreement, dated as of August 1, 2023, by and between the Registrant, BeiGene Switzerland GmbH, Bristol-Myers Squibb Company, Celgene Corporation, Celgene Switzerland LLC , Celgene Kappa Holdings LLC, Celgene Holdings East Corporation and Celgene Logistics Sàrl
−Removed: 10.2# Mutual Termination and Release Agreement, dated September 17, 2023, by and between BeiGene Switzerland GmbH and Novartis Pharma AG
+Added: Independent Director Compensation Policy, as amended
+Added: (Exhibit 10.1) 3/20/2024 001-37686
+Added: Consulting Agreement, dated January 23, 2024, by and between the Registrant and Thomas Malley
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
8 unchanged sentences
104 Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101.*) X
−Removed: # Certain portions of the exhibit have been omitted by means of redacting a portion of the text and replacing it with “[…***…]”, because they are both (i) not material and (ii) the type of information that the Registrant treats as private or confidential.
+Added: † Indicates a management contract or any compensatory plan, contract or arrangement.
* Furnished herewith.
1 unchanged sentence
BEIGENE, LTD.
−Removed: November 9, 2023 By:
+Added: May 8, 2024 By:
Chief Executive Officer and Chairman
(Principal Executive Officer)
−Removed: November 9, 2023 By:
+Added: May 8, 2024 By:
/s/ Julia Wang
Chief Financial Officer
−Removed: (Principal Financial and Accounting Officer)
+Added: (Principal Financial Officer)
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.