SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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

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1. Name and Address of Reporting Person* Qiming Corporate GP IV, Ltd (Last) (First) (Middle) UNITS 4205-06, 42ND FLOOR, GLOUCESTER TO THE LANDMARK, 15 QUEEN'S ROAD CENTRAL (Street) HONG KONG K3 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/01/2021	3. Issuer Name and Ticker or Trading Symbol Zai Lab Ltd [ ZLAB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of 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

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	9,072,932	I	See Footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Qiming Corporate GP IV, Ltd (Last) (First) (Middle) UNITS 4205-06, 42ND FLOOR, GLOUCESTER TO THE LANDMARK, 15 QUEEN'S ROAD CENTRAL (Street) HONG KONG K3 (City) (State) (Zip)

1. Name and Address of Reporting Person* Qiming GP IV, L.P. (Last) (First) (Middle) UNITS 4205-06, 42ND FLOOR, GLOUCESTER TO THE LANDMARK, 15 QUEEN'S ROAD CENTRAL (Street) HONG KONG K3 (City) (State) (Zip)

1. Name and Address of Reporting Person* Qiming Venture Partners IV, L.P. (Last) (First) (Middle) UNITS 4205-06, 42ND FLOOR, GLOUCESTER TO THE LANDMARK, 15 QUEEN'S ROAD CENTRAL (Street) HONG KONG K3 (City) (State) (Zip)

1. Name and Address of Reporting Person* Qiming Managing Directors Fund IV, L.P. (Last) (First) (Middle) UNITS 4205-06, 42ND FLOOR, GLOUCESTER TO THE LANDMARK, 15 QUEEN'S ROAD CENTRAL (Street) HONG KONG K3 (City) (State) (Zip)

1. Name and Address of Reporting Person* QM 11 Ltd (Last) (First) (Middle) UNITS 4205-06, 42ND FLOOR, GLOUCESTER TO THE LANDMARK, 15 QUEEN'S ROAD CENTRAL (Street) HONG KONG K3 (City) (State) (Zip)

Explanation of Responses:

1. The shares reported herein are held of record and directly owned by QM1l Limited. QM11 Limited is owned by Qiming Venture Partners IV, L.P. and Qiming Managing Directors Fund IV, L.P. The general partner of Qiming Venture Partners IV, L.P. is Qiming GP IV, L.P., whose general partner is Qiming Corporate GP IV, Ltd. The general partner of Qiming Managing Directors Fund IV, L.P. is Qiming Corporate GP IV, Ltd. By virtue of the foregoing relationships, each of the remaining Reporting Persons may be deemed to indirectly beneficially own the securities held by QM11 Limited, however each such Reporting Person disclaims beneficial ownership of such securities except to the extent of its respective pecuniary interest therein.

Remarks:

	Qiming Corporate GP IV, Ltd., By: /s/ Grace Lee, Name: Grace Lee, Title: Authorized Signatory	01/01/2021
	Qiming GP IV, L.P., By: /s/ Grace Lee, Name: Grace Lee, Title: Authorized Signatory of its general partner Qiming Corporate GP IV, Ltd.	01/01/2021
	Qiming Venture Partners IV, L.P., By: /s/ Grace Lee, Name: Grace Lee, Title: Authorized Signatory of its ultimate general partner Qiming Corporate GP IV, Ltd	01/01/2021
	Qiming Managing Directors Fund IV, L.P., By: /s/ Grace Lee, Name: Grace Lee, Title:Authorized Signatory of its general partner Qiming Corporate GP IV, Ltd	01/01/2021
	QM11 Limited, By: /s/ Grace Lee, Name: Grace Lee, Title: Director	01/01/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (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).
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