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Table of Contents ( Mark One ) X ■ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Cayman Islands ( State or other jurisdiction of incorporation or organization ) c / o Mourant Governance Services ( Cayman ) Limited 94 Solaris Avenue , Camana Bay Securities registered pursuant to Section 12 ( b ) of the Act : FORM 10 - K Grand Cayman Cayman Islands ( Address of principal executive offices ) Commission file number : 001-37686 BEIGENE , LTD . ( Exact Name of Registrant as Specified in its Charter ) Title of each class American Depositary Shares , each representing 13 Ordinary Shares , par value $ 0.0001 per share Ordinary Shares , par value $ 0.0001 per share * Large accelerated filer Non - accelerated filer to +1 ( 345 ) 949 4123 ( Registrant's Telephone Number , Including Area Code ) Trading Symbol ( s ) 98-1209416 BGNE Name of each exchange on which registered The NASDAQ Global Select Market The Stock Exchange of Hong Kong Limited 06160 * Included in connection with the registration of the American Depositary Shares with the Securities and Exchange Commission . The ordinary shares are not registered or listed for trading in the United States but are listed for trading on The Stock Exchange of Hong Kong Limited . ( I.R.S. Employer Identification No. ) KY1-1108 ( Zip Code ) Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes > No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Exchange Act . Yes No Indicate by check mark whether the registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes > No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . : Accelerated filer Smaller reporting company Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . 000 Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No > As of June 30 , 2020 , the last business day of the registrant's most recently completed second fiscal quarter , the aggregate market value of the ordinary shares , including in the form of American Depositary Shares ( " ADSs " ) , each representing 13 ordinary shares , held by non - affiliates of the registrant was approximately $ 7.2 billion , based upon the closing price of the registrant's ADSs on the NASDAQ Global Select Market on June 30 , 2020 . As of February 12 , 2021 , 1,190,821,941 ordinary shares , par value $ 0.0001 per share , were outstanding , of which 963,301,885 ordinary shares were held in the form of 74,100,145 ADSS . DOCUMENTS INCORPORATED BY REFERENCE The registrant intends to file a definitive proxy statement pursuant to Regulation 14A within 120 days of the end of the fiscal year ended December 31 , 2020. Portions of such definitive proxy statement are incorporated by reference into Part III of this Annual Report on Form 10 - K .