New insider Han Yusheng claimed ownership of 17,357,806 units of Ordinary Shares (SEC Form 3)
$BNR
Medical Specialities
Health Care
| 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/17/2026 |
3. Issuer Name and Ticker or Trading Symbol
Burning Rock Biotech Ltd [ BNR ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| 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 | 17,357,806 | D | |
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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 | ||||
| OPTIONS (RIGHT TO BUY) | (1) | 09/26/2032 | Ordinary Shares | 1,413,063 | $3.33(8) | D | |
| OPTIONS (RIGHT TO BUY) | (2) | 09/26/2032 | Ordinary Shares | 2,119,595 | $3.33(8) | D | |
| OPTIONS (RIGHT TO BUY) | (3) | 09/26/2032 | Ordinary Shares | 706,532 | $3.33(8) | D | |
| OPTIONS (RIGHT TO BUY) | (4) | 09/26/2032 | Ordinary Shares | 1,059,797 | $3.33(8) | D | |
| OPTIONS (RIGHT TO BUY) | (5) | 04/30/2033 | Ordinary Shares | 118,012 | $0.0002(8) | D | |
| OPTIONS (RIGHT TO BUY) | (6) | 04/30/2033 | Ordinary Shares | 86,000 | $0.0002(8) | D | |
| OPTIONS (RIGHT TO BUY) | (7) | 04/30/2033 | Ordinary Shares | 116,000 | $0.0002(8) | D | |
| Explanation of Responses: |
| 1. On September 26, 2022, the Reporting Person was granted 1,413,063 share options, which will vest once (a) the valuation of the Issuer (based on the 60-day average closing share price of its publicly traded shares) reaches US$4 billion by the seventh anniversary of the date of grant (the "valuation target"), and (b) the Reporting Person remains employed by the Issuer at the time when the valuation target is achieved. |
| 2. On September 26, 2022, the Reporting Person was granted 2,119,595 share options, which will vest once (a) the valuation of the Issuer (based on the 60-day average closing share price of its publicly traded shares) reaches US$4 billion by the seventh anniversary of the date of grant (the "valuation target"), (b) the Reporting Person remains employed by the Issuer at the time when the valuation target is achieved, and (c) the Reporting Person has been employed by the Issuer for five years from the date of grant. |
| 3. On September 26, 2022, the Reporting Person was granted 706,532 share options, which will vest once (a) the valuation of the Issuer (based on the 60-day average closing share price of its publicly traded shares) reaches US$10 billion by the seventh anniversary of the date of grant (the "valuation target"), and (b) the Reporting Person remains employed by the Issuer at the time when the valuation target is achieved. |
| 4. On September 26, 2022, the Reporting Person was granted 1,059,797 share options, which will vest once (a) the valuation of the Issuer (based on the 60-day average closing share price of its publicly traded shares) reaches US$10 billion by the seventh anniversary of the date of grant (the "valuation target"), (b) the Reporting Person remains employed by the Issuer at the time when the valuation target is achieved, and (c) the Reporting Person has been employed by the Issuer for five years from the date of grant. |
| 5. On April 30, 2023, the Reporting Person was granted 236,023 share options, with 50%, 25% and 25% of the granted share options vesting on January 1, 2025, January 1, 2026 and January 1, 2027, respectively, subject to: (a) the Reporting Person's continued employment, and (b) the annual performance rating of the Reporting Person reaching at least 3.3 for each year from 2023 to 2026. |
| 6. On April 30, 2024, the Reporting Person was granted 86,000 share options, with 50%, 25% and 25% of the granted share options vesting on January 1, 2026, January 1, 2027 and January 1, 2028, respectively, subject to: (a) the Reporting Person's continued employment, and (b) the annual performance rating of the Reporting Person reaching at least 3.3 for the year of 2024. |
| 7. On April 30, 2025, the Reporting Person was granted 116,000 share options, with 50%, 25% and 25% of the granted share options vesting on January 1, 2027, January 1, 2028 and January 1, 2029, respectively, subject to: (a) the Reporting Person's continued employment, and (b) the annual performance rating of the Reporting Person reaching at least 3.3 for the year of 2025. |
| 8. Each share option represents the right to receive, upon exercise, one ordinary share. |
| Remarks: |
| Exhibit 24 (Power of Attorney) |
| /s/ Yuheng Huang, Attorney-in-Fact for Yusheng Han | 03/17/2026 | |
| ** 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||