Zai Lab has entered into a securities purchase agreement for the sale of 11,340,000 American Depositary Shares (ADS), each representing 10 ordinary shares of the company, to certain investors in a Private Investment in Public Equity (PIPE) financing. The purchase price of each ADS is USD 22.04. Gross proceeds from the PIPE financing are expected to be approximately USD 250 million, before deducting placement agent fees and other offering expenses. The PIPE financing is expected to close on or about October 27, 2026, subject to customary closing conditions.

The financing is led by TCGX and includes participation from other new and existing investors including abrdn World Healthcare Fund, ADAR1 Capital Management, Balyasny Asset Management, Cormorant Asset Management, Frazier Life Sciences, RA Capital Management, RTW Investments, Sirenia Capital Management LP, Wellington Management, and Woodline Partners LP.

Zai Lab intends to use the net proceeds from the PIPE financing primarily to support the continued global development of zocilurtatug pelitecan (zoci), the company's Delta-Like Ligand 3 (DLL3)-targeting Antibody Drug Conjugate (ADC).

Leerink Partners is acting as exclusive placement agent for the PIPE financing. Ropes & Gray is acting as legal advisor to Zai Lab.

The sale and issuance of the foregoing ADSs are being made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the “Securities Act”).

The ADSs being issued in the PIPE may not be offered or sold in the US absent registration or pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

The company has agreed to file a registration statement with the Securities and Exchange Commission covering the resale of the ADSs acquired by the investors in the private placement.