6-K
HUTCHMED (China) Ltd (HCM)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the Month of October 2024
Commission File Number: 001-37710
HUTCHMED (CHINA) LIMITED
(Translation of registrant’s name into English)
48th Floor, Cheung Kong Center, 2 Queen’s Road Central, Hong Kong
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ⌧ Form 40-F ◻
HUTCHMED (CHINA) LIMITED
Form 6-K
EXHIBIT INDEX
| Exhibit No. | **** | Description |
|---|---|---|
| | | |
| Exhibit 99.1 | | Announcement relating to vesting of awards under the Long Term Incentive Plan |
| | | |
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | HUTCHMED (CHINA) LIMITED | |
|---|---|---|
| | | |
| | | |
| | By: | /s/ Johnny Cheng |
| | Name: | Johnny Cheng |
| | Title: | Chief Financial Officer |
Date: October 21, 2024 3
Exhibit 99.1
Vesting of awards under the Long Term Incentive Plan
Hong Kong, Shanghai & Florham Park, NJ — Mon day, October 2 1 , 2024: HUTCHMED (China) Limited (“HUTCHMED”) (Nasdaq/AIM: HCM; SEHK:13) announces that the non-performance based awards granted under the Long Term Incentive Plan (“LTIP”) on October 20, 2021 to the following persons discharging managerial responsibilities were vested on October 20, 2024:-
| | ||
|---|---|---|
| Award Holder | | Number of American depositary shares (“ADS”) |
| | | |
| Dr Dan Eldar (Non-executive Director (“NED”)) | | 1,938 |
| Ms Edith Shih (NED) | | 1,938 ^(1)^ |
| Mr Paul Carter (Independent Non-executive Director (“INED”)) | | 1,647 ^(2)^ |
| Mr Graeme Jack (INED) | | 1,938 |
| Professor Tony Mok (INED) | | 1,938 |
Notes:
| (1) | These ADSs were not received by Ms Edith Shih, but were received by or for the account of her employer, Hutchison International Limited. |
|---|---|
| (2) | Mr Paul Carter elected, on acceptance of the grant of his awards, to have 15% of his LTIP awards (amounting to US$9,375 with respect to his awards which vested on October 20, 2024) held on his behalf by the trustee administering the LTIP pending vesting in the form of cash, to settle his tax liabilities in respect of his awards. |
| --- | --- |
| (3) | Since the vesting date is not a trading day, the relevant ADSs are scheduled to be transferred to the award holders on October 21, 2024. |
| --- | --- |
The notifications set out below are provided in accordance with the requirements of the UK Market Abuse Regulation.
(a) Dr Dan Eldar
| <br><br> | <br><br> | | ||||
|---|---|---|---|---|---|---|
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| <br><br>a) | <br><br>Name | Dr Dan Eldar | ||||
| 2 | Reason for the notification | |||||
| <br><br>a) | <br><br>Position/status | Non-Executive Director | ||||
| <br><br>b) | <br><br>Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| <br><br>a) | <br><br>Name | HUTCHMED (China) Limited | ||||
| <br><br>b) | <br><br>LEI | 2138006X34YDQ6OBYE79 | ||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| <br><br>a) | <br><br>Description of the financial instrument, type of instrument<br><br><br><br>Identification code | ADS each representing five Ordinary Shares of US0.10ADS ISIN: US44842L1035 | ||||
| <br><br>b) | <br><br>Nature of the transaction | Vesting of awards granted on October 20, 2021 under HUTCHMED's LTIP | ||||
| <br><br>c) | <br><br>Price(s) and volume(s) | | | | ||
| | | Price(s) | Volume(s) | | ||
| | | Nil | 1,938 ADS | | ||
| | | | | | ||
| <br><br>d) | <br><br>Aggregated information<br><br>— Aggregated volume<br><br>— Price | N/A | ||||
| <br><br>e) | <br><br>Date of the transaction | 2024-10-20 | ||||
| <br><br>f) | <br><br>Place of the transaction | Outside a trading venue |
All values are in US Dollars.
(b) Mr Paul Carter
| <br><br> | <br><br> | | ||||
|---|---|---|---|---|---|---|
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| <br><br>a) | <br><br>Name | Mr Paul Carter | ||||
| 2 | Reason for the notification | |||||
| <br><br>a) | <br><br>Position/status | Independent Non-Executive Director | ||||
| <br><br>b) | <br><br>Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| <br><br>a) | <br><br>Name | HUTCHMED (China) Limited | ||||
| <br><br>b) | <br><br>LEI | 2138006X34YDQ6OBYE79 | ||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| <br><br>a) | <br><br>Description of the financial instrument, type of instrument<br><br><br><br>Identification code | ADS each representing five Ordinary Shares of US0.10ADS ISIN: US44842L1035 | ||||
| <br><br>b) | <br><br>Nature of the transaction | Vesting of awards granted on October 20, 2021 under HUTCHMED's LTIP | ||||
| <br><br>c) | <br><br>Price(s) and volume(s) | | | | ||
| | | Price(s) | Volume(s) | | ||
| | | Nil | 1,647 ADS | | ||
| | | | | | ||
| <br><br>d) | <br><br>Aggregated information<br><br>— Aggregated volume<br><br>— Price | N/A | ||||
| <br><br>e) | <br><br>Date of the transaction | 2024-10-20 | ||||
| <br><br>f) | <br><br>Place of the transaction | Outside a trading venue |
All values are in US Dollars.
(c) Mr Graeme Jack
| <br><br> | <br><br> | | ||||
|---|---|---|---|---|---|---|
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| <br><br>a) | <br><br>Name | Mr Graeme Jack | ||||
| 2 | Reason for the notification | |||||
| <br><br>a) | <br><br>Position/status | Independent Non-Executive Director | ||||
| <br><br>b) | <br><br>Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| <br><br>a) | <br><br>Name | HUTCHMED (China) Limited | ||||
| <br><br>b) | <br><br>LEI | 2138006X34YDQ6OBYE79 | ||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| <br><br>a) | <br><br>Description of the financial instrument, type of instrument<br><br><br><br>Identification code | ADS each representing five Ordinary Shares of US0.10ADS ISIN: US44842L1035 | ||||
| <br><br>b) | <br><br>Nature of the transaction | Vesting of awards granted on October 20, 2021 under HUTCHMED's LTIP | ||||
| <br><br>c) | <br><br>Price(s) and volume(s) | | | | ||
| | | Price(s) | Volume(s) | | ||
| | | Nil | 1,938 ADS | | ||
| | | | | | ||
| <br><br>d) | <br><br>Aggregated information<br><br>— Aggregated volume<br><br>— Price | N/A | ||||
| <br><br>e) | <br><br>Date of the transaction | 2024-10-20 | ||||
| <br><br>f) | <br><br>Place of the transaction | Outside a trading venue |
All values are in US Dollars.
(d) Professor Tony Mok
| <br><br> | <br><br> | | ||||
|---|---|---|---|---|---|---|
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |||||
| <br><br>a) | <br><br>Name | Professor Tony Mok | ||||
| 2 | Reason for the notification | |||||
| <br><br>a) | <br><br>Position/status | Independent Non-Executive Director | ||||
| <br><br>b) | <br><br>Initial notification/Amendment | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| <br><br>a) | <br><br>Name | HUTCHMED (China) Limited | ||||
| <br><br>b) | <br><br>LEI | 2138006X34YDQ6OBYE79 | ||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| <br><br>a) | <br><br>Description of the financial instrument, type of instrument<br><br><br><br>Identification code | ADS each representing five Ordinary Shares of US0.10ADS ISIN: US44842L1035 | ||||
| <br><br>b) | <br><br>Nature of the transaction | Vesting of awards granted on October 20, 2021 under HUTCHMED's LTIP | ||||
| <br><br>c) | <br><br>Price(s) and volume(s) | | | | ||
| | | Price(s) | Volume(s) | | ||
| | | Nil | 1,938 ADS | | ||
| | | | | | ||
| <br><br>d) | <br><br>Aggregated information<br><br>— Aggregated volume<br><br><br><br><br><br>— Price<br><br><br><br> | N/A | ||||
| <br><br>e) | <br><br>Date of the transaction | 2024-10-20 | ||||
| <br><br>f) | <br><br>Place of the transaction | Outside a trading venue |
All values are in US Dollars.
About HUTCHMED
HUTCHMED (Nasdaq/AIM:HCM; HKEX:13) is an innovative, commercial-stage, biopharmaceutical company. It is committed to the discovery, global development and commercialization of targeted therapies and immunotherapies for the treatment of cancer and immunological diseases. It has approximately 5,000 personnel across all its companies, at the center of which is a team of about 1,800 in oncology/immunology. Since inception, HUTCHMED has focused on bringing cancer drug candidates from in-house discovery to patients around the world, with its first three medicines marketed in China, the first of which is also marketed in the US and Europe. For more information, please visit: www.hutch-med.com or follow us on LinkedIn.
CONTACTS
| Investor Enquiries | +852 2121 8200 / ir@hutch-med.com |
|---|---|
| | |
| Media Enquiries | |
| Ben Atwell / Alex Shaw,<br><br>FTI Consulting | +44 20 3727 1030 / +44 7771 913 902 (Mobile) / +44 7779 545 055 (Mobile) / HUTCHMED@fticonsulting.com |
| Zhou Yi, Brunswick | +852 9783 6894 (Mobile) / HUTCHMED@brunswickgroup.com |
| | |
| Nominated Advisor | |
| Atholl Tweedie / Freddy Crossley / Rupert Dearden,<br><br>Panmure Liberum | +44 (20) 7886 2500 |