Chen Yajing 4

4 · Zai Lab Ltd · Filed Mar 16, 2026

AI-generated summary of this filing

Updated Mar 16, 2026

Zai Lab (ZLAB) CFO Chen Yajing Sells 1,703 ADS

What Happened

Chen Yajing, Chief Financial Officer of Zai Lab (ZLAB), reported several transactions. Most notably she sold 1,703 American Depositary Shares (ADSs) in an open-market sale on 2026-03-13 at $18.63 per ADS for total proceeds of $31,723.
The filing also shows grants on 2026-03-04 of RSUs totaling 110,187 ADSs (83,160 ADSs + 27,027 ADSs) reported as awards at $0 cost, and a conversion/exercise-type transaction of 4,258 ADSs on 2026-03-12 that was recorded as both an acquisition and a disposition (reported at $0), consistent with shares being converted/withheld rather than net cash proceeds. Sales to cover taxes are indicated in the footnotes.

Key Details

Transaction dates/prices:
- 2026-03-04: Grants (A) — 83,160 ADSs and 27,027 ADSs (awards; $0.00 each).
- 2026-03-12: Exercise/conversion of derivative (M) — 4,258 ADSs (acquired) and corresponding 4,258 ADSs (disposed) reported at $0.00 (derivative/tax withholding).
- 2026-03-13: Open-market sale (S) — 1,703 ADSs @ $18.63 = $31,723 total.
Shares owned after transaction: Not specified in the provided excerpt of the filing.
Notable footnotes:
- F1: 1 ADS = 10 ordinary shares; reporting is in ADSs.
- F2–F3, F6–F7: RSUs represent contingent rights to receive ADSs; vesting schedules begin in 2026–2027 and vest in equal annual installments over four years.
- F4: Some ADSs were sold automatically to cover taxes upon vesting (tax withholding/cashless-type treatment).
Filing timeliness: The grants dated 2026-03-04 were reported on 2026-03-16 — later than the typical 2-business-day Form 4 window for that grant date (the filing therefore appears late for the 03/04 grant).

Context

The awards are RSUs (not open-market purchases) and vest over time; they do not indicate an immediate cash outlay by the insider.
The 4,258-ADS exercise/conversion with $0 proceeds and the footnote about automatic sales to cover taxes suggest a cashless/withholding action rather than a market sale for cash. The 1,703-ADS sale on 03/13 was an ordinary open-market disposition that generated $31,723.
These filings are factual disclosures of insider activity; they do not by themselves explain the insider’s motives or predict company performance.

Form 4

Period: 2026-03-04

Chief Financial Officer

Transactions

Exercise/Conversion
American Depositary Shares
[F1][F2][F3]
2026-03-12+4,258→ 21,702 total
Sale
American Depositary Shares
[F1][F4]
2026-03-13$18.63/sh−1,703$31,723→ 19,999 total
Award
Stock Options (Right to Buy)
[F5][F1]
2026-03-04+83,160→ 83,160 total
Exercise: $19.27Exp: 2036-03-04→ American Depositary Shares (83,160 underlying)
Award
Restricted Share Units
[F3][F6][F1]
2026-03-04+27,027→ 27,027 total
→ American Depositary Shares (27,027 underlying)
Exercise/Conversion
Restricted Share Units
[F3][F7][F1]
2026-03-12−4,258→ 12,777 total
→ American Depositary Shares (4,258 underlying)

Footnotes (7)

[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.
[F2]ADSs acquired upon vesting of Restricted Share Units ("RSUs").
[F3]Each RSU represents a contingent right to receive one ADS.
[F4]These ADSs were sold automatically to cover taxes upon vesting of RSUs.
[F5]The option vests in equal annual installments over four years beginning on 03/04/2027, the first anniversary of the date of grant, subject to continuous service.
[F6]The RSUs vest in equal annual installments over four years beginning on 03/04/2027, the first anniversary of the date of grant, subject to continuous service. Vested shares will be delivered in the form of ADSs to the reporting person following vesting.
[F7]The RSUs vest in equal annual installments over four years beginning on 03/12/2026, the first anniversary of the date of grant, subject to continuous service. Vested shares will be delivered in the form of ADSs to the reporting person following vesting.

Signature

/s/ Bruce Blefeld, Attorney-in-Fact|2026-03-16

1 file