SEC FORM 3

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Zhang Song-Yi

(Last)

(First)

(Middle)

C/O ATHENEX, INC.,

1001 MAIN STREET, SUITE 600

(Street)

BUFFALO

14203

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/13/2017

3. Issuer Name and Ticker or Trading Symbol
Athenex, Inc. [ ATNX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	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)
Common Stock	4,000	D
Common Stock	678,880	I⁽¹⁾⁽⁶⁾	By Avalon Biomedical (Management) Limited⁽¹⁾⁽⁶⁾
Common Stock	6,428,608	I⁽²⁾⁽⁶⁾	By Mandra Medical Limited⁽²⁾⁽⁶⁾
Common Stock	287,176	I⁽²⁾⁽⁶⁾	By Mandra Health Limited⁽²⁾⁽⁶⁾

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Stock Option (Right to Buy)	⁽³⁾	05/18/2025	Common Stock	80,000	$7.5	D
Stock Option (Right to Buy)	⁽⁴⁾	10/17/2025	Common Stock	48,000	$9	D
Stock Option (Right to Buy)	⁽⁵⁾	07/17/2025	Common Stock	54,904	$9	I⁽¹⁾⁽⁶⁾	By Avalon Biomedical (Management) Limited⁽¹⁾⁽⁶⁾

1. Name and Address of Reporting Person^*

Zhang Song-Yi

(Last)

(First)

(Middle)

C/O ATHENEX, INC.,

1001 MAIN STREET, SUITE 600

(Street)

BUFFALO

14203

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Mandra Medical Ltd

(Last)

(First)

(Middle)

NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR

J&C BUILDING, P.O. BOX 933, ROAD TOWN

(Street)

TORTOLA

VG1110

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Beansprouts Ltd

(Last)

(First)

(Middle)

NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR

J&C BUILDING, P.O. BOX 933, ROAD TOWN

(Street)

TORTOLA

VG1110

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Mui Bing How Tammy

(Last)

(First)

(Middle)

C/O ATHENEX, INC.,

1001 MAIN STREET, SUITE 600

(Street)

BUFFALO

14203

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Avalon Biomedical (Management) Limited ("Avalon Biomedical") is an indirect wholly-owned subsidiary of Avalon Global Holdings Limited ("Avalon Global"). Song-Yi Zhang ("Mr. Zhang"), together with his spouse, indirectly owns all of the outstanding interests in Mandra Medical Limited, which owns 30% of the outstanding interests in Avalon Global, and Mr. Zhang serves on the board of directors of Avalon Global and has shared voting and dispositive power with respect to the shares held by Avalon Biomedical.

2. Each of Mandra Health Limited and Mandra Medical Limited are wholly-owned subsidiaries of Beansprouts Limited. Mr. Zhang is a member of the board of directors of each Mandra Health Limited and Mandra Medical Limited and, together with his spouse, owns all of the outstanding interests in Beansprouts Limited and shares voting and dispositive power over the shares held by it.

3. The option vested in full on May 18, 2016.

4. The option vests in two equal annual installments beginning on October 17, 2016.

5. The option vests in three equal annual installments beginning on July 17, 2016.

6. Mr. Zhang disclaims beneficial ownership of the reported securities except to the extent, if any, of its or his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Zhang is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

Exhibit List: Exhibit 24.1 - Power of Attorney for Song-Yi Zhang Exhibit 24.2 - Power of Attorney for Mui Bing How Tammy Exhibit 24.3 - Power of Attorney for Mandra Medical Limited and Beansprouts Limited

	Song-Yi Zhang, By: /s/ Teresa Bair, attorney-in-fact	06/13/2017
	Mui Bing How Tammy, By: /s/ Teresa Bair, attorney-in-fact	06/13/2017
	Mandra Medical Limited, By: /s/ Song-Yi Zhang, Director, By: /s/ Teresa Bair, attorney-in-fact	06/13/2017
	Beansprouts Limited, By: /s/ Song-Yi Zhang, Director, By: /s/ Teresa Bair, attorney-in-fact	06/13/2017
	** 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.