Edgar Filing: Peterson Amy C.

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Peterson Amy C.

2. Issuer Name and Ticker or Trading Symbol
BeiGene, Ltd. [BGNE]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
CMO, Immuno-oncology

(Last)

(First)

(Middle)

C/O MOURANT OZANNES CORPORATE SERVICES,, 94 SOLARIS AVENUE

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2018

(Street)

CAMANA BAY, GRAND CAYMAN, E9 KY1-1108

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares								194,569	D
American Depositary Shares ⁽¹⁾	12/17/2018		M		9,859	A	$ 29.1 ⁽²⁾	9,859	D
American Depositary Shares ⁽¹⁾	12/17/2018		S⁽³⁾		900	D	$ 130.3678 ⁽⁴⁾	8,959	D
American Depositary Shares ⁽¹⁾	12/17/2018		S⁽³⁾		2,700	D	$ 131.7972 ⁽⁵⁾	6,259	D
American Depositary Shares ⁽¹⁾	12/17/2018		S⁽³⁾		1,700	D	$ 132.9137 ⁽⁶⁾	4,559	D
American Depositary Shares ⁽¹⁾	12/17/2018		S⁽³⁾		1,005	D	$ 133.8095 ⁽⁷⁾	3,554	D
American Depositary Shares ⁽¹⁾	12/17/2018		S⁽³⁾		778	D	$ 135.0446 ⁽⁸⁾	2,776	D
American Depositary Shares ⁽¹⁾	12/17/2018		S⁽³⁾		2,296	D	$ 136.2446 ⁽⁹⁾	480	D
American Depositary Shares ⁽¹⁾	12/17/2018		S⁽³⁾		480	D	$ 136.93 ⁽¹⁰⁾	0	D
American Depositary Shares ⁽¹⁾	12/18/2018		M		10,141	A	$ 29.1 ⁽²⁾	10,141	D
American Depositary Shares ⁽¹⁾	12/18/2018		S⁽³⁾		1,631	D	$ 131.735 ⁽¹¹⁾	8,510	D
American Depositary Shares ⁽¹⁾	12/18/2018		S⁽³⁾		1,897	D	$ 132.7018 ⁽¹²⁾	6,613	D
American Depositary Shares ⁽¹⁾	12/18/2018		S⁽³⁾		2,402	D	$ 133.8822 ⁽¹³⁾	4,211	D
American Depositary Shares ⁽¹⁾	12/18/2018		S⁽³⁾		3,600	D	$ 134.8099 ⁽¹⁴⁾	611	D
American Depositary Shares ⁽¹⁾	12/18/2018		S⁽³⁾		611	D	$ 135.5422 ⁽¹⁵⁾	0	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Share Option (Right to Buy)

$ 2.24 ⁽¹⁶⁾

12/17/2018

128,167

⁽¹⁷⁾

08/21/2026

Ordinary Shares

128,167

$ 0

951,833

Share Option (Right to Buy)

$ 2.24 ⁽¹⁶⁾

12/18/2018

131,833

⁽¹⁷⁾

08/21/2026

Ordinary Shares

131,833

$ 0

820,000

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Peterson Amy C. C/O MOURANT OZANNES CORPORATE SERVICES, 94 SOLARIS AVENUE CAMANA BAY, GRAND CAYMAN, E9 KY1-1108			CMO, Immuno-oncology

Signatures

/s/ Scott A. Samuels, as Attorney-in-Fact		12/19/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Each American Depositary Share represents 13 Ordinary Shares.
(2)	The exercise price is represented in American Depositary Shares.
(3)	The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
(4)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $130.16 to $131.1599, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depositary Shares, sold at each separate price.
(5)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.38 to $132.3799, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depositary Shares, sold at each separate price.
(6)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.42 to $133.4199, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depositary Shares, sold at each separate price.
(7)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.43 to $134.4299, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depositary Shares, sold at each separate price.
(8)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.60 to $135.5999, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depositary Shares, sold at each separate price.
(9)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.61 to $136.6099, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depositary Shares, sold at each separate price.
(10)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $136.65 to $137.6499, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depositary Shares, sold at each separate price.
(11)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $131.01 to $132.0099, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depository Shares, sold at each separate price.
(12)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.22 to $133.2199, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depository Shares, sold at each separate price.
(13)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.32 to $134.3199, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depository Shares, sold at each separate price.
(14)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.37 to $135.3699, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depository Shares, sold at each separate price.
(15)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.40 to $136.3999, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of American Depository Shares, sold at each separate price.
(16)	The number of securities underlying each option and the exercise price therefor are represented in ordinary shares.
(17)	These securities vest over a four-year period as follows: 25% on the first anniversary of August 22, 2016 with the remaining shares vesting in 36 equal successive monthly installments thereafter, subject to continued service. All unvested shares subject to this option are subject to accelerated vesting upon certain termination events.

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