Johannes Jacob Pieter Kastelein - Mar 26, 2024 Form 4 Insider Report for NewAmsterdam Pharma Co N.V. (NAMS)

Signature
/s/ Louise Kooij by Power of Attorney from Johannes Jacob Pieter Kastelein
Stock symbol
NAMS
Transactions as of
Mar 26, 2024
Transactions value $
-$4,349,630
Form type
4
Date filed
3/27/2024, 04:30 PM
Previous filing
Jan 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NAMS Ordinary Shares Options Exercise +202K 202K Mar 26, 2024 See footnote F1, F2
transaction NAMS Ordinary Shares Tax liability -$254K -11.2K -5.55% $22.72 190K Mar 26, 2024 See footnote F2, F3
transaction NAMS Ordinary Shares Sale -$4.1M -190K -100% $21.50 0 Mar 26, 2024 See footnote F2, F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NAMS Option (right to buy) Options Exercise $0 -202K -17.21% $0.00 970K Mar 26, 2024 Ordinary Shares 202K See footnote F1, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The exercise price of the option is EUR 1.16392.
F2 The Ordinary Shares are held by Futurum B.V. ("Futurum") through NAP PoolCo B.V. ("PoolCo") for the benefit of the Reporting Person. The Reporting Person exercises sole voting and investement control over the Ordinary Shares held by Futurum through PoolCo. PoolCo has no voting or investement control or pecuniary interest in the Ordinary Shares held on behalf of Futurum.
F3 Represents Ordinary Shares that were withheld to satisfy the exercise price due upon the exercise of the options.
F4 These shares were sold in multiple transactions at a price of $21.50 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold in each transaction.
F5 The Ordinary Shares were sold by the Reporting Person pursuant to an exemption in a lock-up agreement, dated February 12, 2024, in order to satisfy certain tax liabilities.
F6 The option was granted on November 22, 2022 to replace an option originally granted on July 6, 2021 which was cancelled in connection with the consummation of NewAmsterdam Pharma Company N.V.'s business combination with Frazier Lifesciences Acquisition Corporation. 292,214 of the shares underlying the option immediately vested on the grant date. 25% of the remaining shares underlying the option vested on January 1, 2021, the one-year anniversary of vesting start date, with the remaining shares vesting in equal monthly installments thereafter for three years, subject to the Reporting Person's continued service through each such date.
F7 The option was granted to and is held by Futurum through PoolCo for the benefit of the Reporting Person. The Reporting Person exercises sole voting and investement control over the securities held by Futurum through PoolCo. PoolCo has no voting or investement control or pecuniary interest in the securities held on behalf of Futurum.