UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 21, 2021

 

ZAI LAB LIMITED

(Exact name of registrant as specified in its charter)

 

 

Cayman Islands		001-38205		98-1144595
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

4560 Jinke Road Bldg. 1, Fourth Floor Pudong Shanghai, China		201210
(Address of Principal Executive Offices)		(Zip Code)

+ 86 21 6163 2588

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
American Depository Shares, each representing 1 Ordinary Share, par value $0.00006 per share		ZLAB		The Nasdaq Global Market
Indicate by check mark
Ordinary Share, par value $0.00006 per share*		9688		The Stock Exchange of Hong Kong Limited

* Included in connection with the registration of the American Depository 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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.  ☐

 

 

 

EXPLANATORY NOTE

The documents attached as exhibit 1.1 and exhibit 1.2 to this Current Report on Form 8-K are hereby incorporated by reference into the Registration Statement on Form S-3 of Zai Lab Limited (File No. 333-255340).

Item 9.01 Financial Statements and Exhibits.

EXHIBIT INDEX

 

Exhibit No.		Description
1.1		Form of Underwriting Agreement with respect to ADSs
1.2		Form of Underwriting Agreement with respect to Ordinary Shares
104		The cover page of this Current Report on Form 8-K is formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: April 21, 2021