Edmondson Frazor Titus III 4

4 · Zai Lab Ltd · Filed Mar 16, 2026

AI-generated summary of this filing

Updated Mar 16, 2026

Zai Lab (ZLAB) CLO Edmondson Titus Sells 1,281 ADS, Receives RSUs

What Happened

Edmondson Frazor Titus III, Chief Legal Officer of Zai Lab Ltd (ZLAB), received awards and completed small disposition activity. On 2026-03-04 he was granted awards recorded as 83,160 ADS and 27,027 ADS (total 110,187 ADS). On 2026-03-12 he exercised/converted derivatives totaling 4,258 ADS. On 2026-03-13 he sold 1,281 ADS in the open market at $18.63 per ADS, generating $23,862.
The grants are reported as awards/derivative-based (RSUs/options) rather than open-market purchases. The 1,281-ADS sale appears to be a small disposition (see tax-withholding note below) rather than a large insider sell-off.

Key Details

Transaction dates and prices: Grants on 2026-03-04 (83,160 ADS and 27,027 ADS, $0 reported); exercise/conversion on 2026-03-12 (4,258 ADS, $0/N/A); open-market sale on 2026-03-13 — 1,281 ADS at $18.63 each = $23,862.
Shares owned after transaction: Not specified in the provided filing.
Notable footnotes:
- F1: Each ADS represents 10 ordinary shares.
- F2–F3, F6–F7: Awards are RSUs (each RSU = 1 ADS) that vest in equal annual installments over four years (vesting start dates noted in footnotes).
- F4: Some ADSs were sold automatically to cover taxes upon vesting of RSUs (tax-withholding/automatic sale).
Filing: Form 4 filed 2026-03-16 reporting transactions dated 03/04–03/13.

Context

The grants are award-based (RSUs) and typically vest over multiple years, so these are not immediate open‑market purchases. The exercise/conversion entry (code M) means derivative interests (options or RSU conversions) were converted into ADSs. The small sale (1,281 ADS, ~$23.9k) is consistent with automatic sales to cover taxes rather than an independent large cash-out.
For retail investors: award grants increase potential future insider exposure if vesting conditions are met; small routine sales for tax withholding are common and do not necessarily indicate a change in the insider’s view of the company.

Form 4

Period: 2026-03-04

Chief Legal Officer

Transactions

Exercise/Conversion
American Depositary Shares
[F1][F2][F3]
2026-03-12+4,258→ 7,775 total
Sale
American Depositary Shares
[F1][F4]
2026-03-13$18.63/sh−1,281$23,862→ 6,494 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