Form 4 for NAMS NewAmsterdam Pharma Co N.V.
Accepted 2024-03-27 00:00:00 ET · period of report 2024-03-26 · accession 0000950170-24-037241 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2024-03-27 | 2024-03-26 | NAMS | Kastelein Johannes Jacob Pieter | CSO, Dir | S - Sale+OE | $21.50 | -190.5K | 0 | -100% | -$4.10M |
| DI | 2024-03-27 | 2024-03-26 | NAMS | Kastelein Johannes Jacob Pieter | CSO, Dir | F - Tax | $22.72 | -11.2K | 190.5K | -6% | -$254.4K |
| DI | 2024-03-27 | 2024-03-26 | NAMS | Kastelein Johannes Jacob Pieter | CSO, Dir | M - OptEx | — | +201.7K | 201.7K | New | — |
| DI | 2024-03-27 | 2024-03-26 | NAMS | Kastelein Johannes Jacob Pieter | CSO, Dir | M - OptEx | $0.00 | -201.7K | 970.2K | -17% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Ordinary Shares | 2024-03-26 | S | D | 190,476 | $21.50 | 0 | I See footnote | — | — | (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. (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. |
| 2 | Common | Ordinary Shares | 2024-03-26 | F | D | 11,197 | $22.72 | 190,476 | I See footnote | — | — | (F3) Represents Ordinary Shares that were withheld to satisfy the exercise price due upon the exercise of the options. (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. |
| 3 | Common | Ordinary Shares | 2024-03-26 | M | A | 201,673 | — | 201,673 | I See footnote | — | — | (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. |
| 4 | Derivative | Option (right to buy) | 2024-03-26 | M | D | 201,673 | $0.00 | 970,229 | I See footnote | — · — to 2031-07-06 | 201,673 Ordinary Shares | (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. (F1) The exercise price of the option is EUR 1.16392. (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. |