BeyondSpring Inc.

09/03/2025 | Press release | Distributed by Public on 09/03/2025 17:57

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Decheng Capital China Life Sciences USD Fund III, L.P.
2. Issuer Name and Ticker or Trading Symbol
BeyondSpring Inc. [BYSI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O DECHENG CAPITAL, 3000 SAND HILL ROAD, BLDG. 2, SUITE 110
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025
(Street)
MENLO PARK, CA 94025
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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)
Code V Amount (A) or (D) Price
Ordinary Shares 08/29/2025 S 800 D $1.74(1) 1,908,825 I By Decheng Capital China Life Sciences USD Fund III, L.P.(2)
Ordinary Shares 09/02/2025 S 2,800 D $1.78(3) 1,906,025 I By Decheng Capital China Life Sciences USD Fund III, L.P.(2)
Ordinary Shares 09/03/2025 S 1,270 D $1.81(4) 1,904,755 I By Decheng Capital China Life Sciences USD Fund III, L.P.(2)
Ordinary Shares 1,617,409 I By Decheng Capital China Life Sciences USD Fund II, L.P.(5)
Ordinary Shares 891,734 I By Decheng Capital Global Healthcare Fund (Master), LP(6)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Decheng Capital China Life Sciences USD Fund III, L.P.
C/O DECHENG CAPITAL
3000 SAND HILL ROAD, BLDG. 2, SUITE 110
MENLO PARK, CA 94025
X
Decheng Capital Management III (Cayman), LLC
C/O DECHENG CAPITAL
3000 SAND HILL ROAD, BLDG. 2, SUITE 110
MENLO PARK, CA 94025
X
Decheng Capital China Life Sciences USD Fund II, L.P.
C/O DECHENG CAPITAL
3000 SAND HILL ROAD, BLDG. 2, SUITE 110
MENLO PARK, CA 94025
X
Decheng Capital Global Healthcare Fund (Master), LP
C/O DECHENG CAPITAL
3000 SAND HILL ROAD, BLDG. 2, SUITE 110
MENLO PARK, CA 94025
X
Decheng Capital Global Healthcare GP, LLC
C/O DECHENG CAPITAL
3000 SAND HILL ROAD, BLDG. 2, SUITE 110
MENLO PARK, CA 94025
X
Cui Xiangmin
C/O DECHENG CAPITAL
3000 SAND HILL ROAD, BLDG. 2, SUITE 110
MENLO PARK, CA 94025
X

Signatures

Decheng Capital China Life Sciences USD Fund III, L.P., By Decheng Capital Management III (Cayman), LLC, its General Partner, By /s/ Xiangmin Cui, Manager 09/03/2025
**Signature of Reporting Person Date
Decheng Capital Management III (Cayman), LLC, By /s/Xiangmin Cui, Manager 09/03/2025
**Signature of Reporting Person Date
Decheng Capital China Life Sciences USD Fund II, L.P., By Decheng Capital Management II (Cayman), LLC, its General Partner, By /s/ Xiangmin Cui, Manager 09/03/2025
**Signature of Reporting Person Date
Decheng Capital Global Healthcare Fund (Master), LP, By Decheng Capital Global Healthcare GP, LLC, its General Partner, By Decheng Capital LLC, its Manager, By /s/ Xiangmin Cui, Manager 09/03/2025
**Signature of Reporting Person Date
Decheng Capital Global Healthcare GP, LLC, By Decheng Capital LLC, its Manager, By /s/ Xiangmin Cui, Manager 09/03/2025
**Signature of Reporting Person Date
/s/ Xiangmin Cui 09/03/2025
**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) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.72 to $1.80 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(2) These securities are held directly by Decheng Capital China Life Sciences USD Fund III, L.P. ("Fund III"). Decheng Capital Management III (Cayman), LLC ("GP III") is the general partner of Fund III. Dr. Cui is the manager of GP III. Each of Fund III, GP III and Dr. Cui may be deemed to beneficially own the securities held by Fund III. Each of GP III and Dr. Cui disclaims beneficial ownership of these securities, except to the extent of its or his proportionate pecuniary interest therein.
(3) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.67 to $1.84 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.79 to $1.84 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(5) These securities are held directly by Decheng Capital China Life Sciences USD Fund II, L.P. ("Fund II"). Decheng Capital Management II (Cayman), LLC ("GP II") is the general partner of Fund II. Dr. Cui is the manager of GP II. Each of Fund II, GP II and Dr. Cui may be deemed to beneficially own the securities held by Fund II. Each of GP II and Dr. Cui disclaims beneficial ownership of these securities, except to the extent of its or his proportionate pecuniary interest therein.
(6) These securities are held directly by Decheng Capital Global Healthcare Fund (Master), LP ("Healthcare"). Decheng Capital Global Healthcare GP, LLC ("Healthcare GP") is the general partner of Healthcare. Dr. Cui is the manager of Healthcare GP. Each of Healthcare GP and Dr. Cui may be deemed to beneficially own the securities held by Healthcare. Each of Healthcare GP and Dr. Cui disclaims beneficial ownership of these securities, except to the extent of its or his proportionate pecuniary interest therein.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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