Sec Form 4 Filing - Leung Nisa @ Zai Lab Ltd - 2021-09-20

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Leung Nisa 2. Issuer Name and Ticker or Trading Symbol Zai Lab Ltd [ ZLAB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O ZAI LAB LIMITED, 4560 JINKE ROAD, BLDG 1, 4TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/20/2021 (Street) PUDONG SHANGHAI, F4201210 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Ordinary Shares 09/20/2021 J( 1 ) 1,150,000 D $ 0 7,922,932 I See footnote ( 2 ) Ordinary Shares 09/20/2021 J( 3 ) 63,095 A $ 0 63,095 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Leung Nisa C/O ZAI LAB LIMITED 4560 JINKE ROAD, BLDG 1, 4TH FLOOR PUDONG SHANGHAI, F4201210 X Signatures /s/ Leung Nisa 09/22/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents shares disposed in an in kind distribution of the ordinary shares in the form of ADS of the issuer from QM11 Limited. ( 2 )Shares held by QM11 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. The Reporting Person is a Managing Director of Qiming Venture Partners IV, L.P. and a shareholder and director of Qiming Corporate GP IV, Ltd. By virtue of these relationships the Reporting Person may be deemed to beneficially own the shares held by QM11 Limited, however she disclaims beneficial ownership of such securities except to the extent of her pecuniary interest therein. ( 3 )Represents shares received in an in kind distribution of the ordinary shares in the form of ADS of the issuer from the QM11 Limited.

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 4(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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