| Form 144 Filer Information |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144
NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 |
Form 144 |
| Name of Issuer | BeiGene, Ltd. |
| SEC File Number | 001-37686 |
| Address of Issuer | 94 Solaris Avenue, Camana Bay Grand Cayman Cayman Islands CAYMAN ISLANDS KY1 1108 |
| Phone | 345-949-4123 |
| Name of Person for Whose Account the Securities are To Be Sold | Baker Brothers Life Sciences, L.P. |
| See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice. | |
| Relationship to Issuer |
|
| Record | Title of the Class of Securities To Be Sold | Name and Address of the Broker | Number of Shares or Other Units To Be Sold | Aggregate Market Value | Number of Shares or Other Units Outstanding | Approximate Date of Sale | Name the Securities Exchange |
|---|---|---|---|---|---|---|---|
| #1 | American Depositary Shares | J.P. Morgan Securities LLC 383 Madison Avenue New York NEW YORK 10179 | 950,907 | $178,074,395.02 | 66,842,970 | 12/09/2024 | NASDAQ |
| Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor: |
| Record | Title of the Class | Date you Acquired | Nature of Acquisition Transaction | Name of Person from Whom Acquired | Is this a Gift? | Date Donor Acquired | Amount of Securities Acquired | Date of Payment | Nature of Payment * |
|---|---|---|---|---|---|---|---|---|---|
| #1 | American Depositary Shares | 08/02/2018 | See Remark 2 | Underwriter | ☐ | — | 402,453 | 09/05/2018 | Cash |
| #2 | American Depositary Shares | 01/18/2018 | See Remark 3 | Underwriter | ☐ | — | 548,454 | 01/22/2018 | Cash |
| * If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid. |
| Nothing to Report | ☒ |
| Remarks | (1) Baker Brothers Life Sciences, L.P. is affiliated with 667, L.P. Baker Bros. Advisors LP is the investment adviser to 667, L.P. and Baker Brothers Life Sciences, L.P. 667, L.P. is filing separately for the sale of 86,110 American Depositary Shares ("ADS") of BeiGene, Ltd (the "Issuer"), which along with the reported sales in this form by Baker Brothers Life Sciences, L.P. totals 1,037,017 ADS. Each ADS represents 13 Ordinary Shares of the Issuer. The outstanding shares number noted above represents outstanding ADS. All amounts above are expressed in ADS. (2) Purchase of Ordinary Shares in Issuer's HKEX IPO later converted to ADS. (3) Purchase of ADS in underwritten public offering. |
| Date of Notice | 12/09/2024 |
ATTENTION: | |
| The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date. | |
| Signature | By: BAKER BROS. ADVISORS LP, mgmt company and IA to Baker Brothers Life Sciences, L.P., /s/ Scott L. Lessing, President |
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001) | |