NewAmsterdam Pharma Reports Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

The equity awards carry service-based vesting over four years for options and three years for restricted stock units.

Rhea-AI Summary

NewAmsterdam Pharma (NAMS) approved inducement share options covering 71,800 ordinary shares for seven non-executive new hires, granted on October 1, 2026.

The options have a $24.16 exercise price, matching the ordinary shares’ Nasdaq closing price on the grant date. They vest over four years: 25% after one year and the balance in 36 equal monthly installments. The Compensation Committee also approved 17,745 restricted stock units for seven non-executive new hires, granted on October 1, 2026. These awards vest in equal thirds over three years. Both awards require continued service on the vesting dates and were granted under the 2024 Inducement Plan in accordance with Nasdaq Listing Rule 5635(c)(4).

Positive

• None.

Negative

• Minor point. Forward-looking: it has not happened yet and may not happen.71,800 share options granted at a $24.16 exercise price create potential dilution as they vest over four years.
• Minor point. Forward-looking: it has not happened yet and may not happen.17,745 restricted stock units create potential dilution as they vest over three years.

Key Figures

Share options: 71,800 options Option exercise price: $24.16 per share Option vesting: 4 years; 25% after 1 year, remainder in 36 monthly installments +2 more

Share options

71,800 options

Granted to 7 non-executive new hires

Option exercise price

$24.16 per share

Equal to the October 1 closing market price

Option vesting

4 years; 25% after 1 year, remainder in 36 monthly installments

Subject to continued service

Restricted stock units

17,745 units

Granted to 7 non-executive new hires

Restricted stock unit vesting

3 years; one-third on each of the 1-year, 2-year, and 3-year anniversaries

Subject to continued service

Historical Context

1 past event · Latest: Sep 03

1 event

1. Sep 03

   Inducement grants

   24h Move

   -1.7%

   Prior 2024 Plan awards used four-year option and three-year RSU vesting schedules.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

low-density lipoprotein cholesterol, nasdaq listing rule 5635(c)(4), restricted stock units, cetp inhibitor

4 terms

low-density lipoprotein cholesterol medical

"elevated low-density lipoprotein cholesterol"

A form of cholesterol carried in the blood that tends to deposit fatty material on artery walls, often called “bad” cholesterol; think of LDL as delivery trucks that sometimes drop sticky cargo along the body’s highways. Investors monitor LDL because drugs, medical devices, and diagnostic tests that change LDL levels or how they’re managed can drive healthcare spending, regulatory approvals, and company earnings, affecting valuations and risk in health-related businesses.

nasdaq listing rule 5635(c)(4) regulatory

"in accordance with Nasdaq Listing Rule 5635(c)(4)"

NASDAQ Listing Rule 5635(c)(4) is a rule that requires a company to get approval from its shareholders before selling a large amount of its shares, usually over 20%. This helps protect investors by making sure the company doesn't flood the market with new shares without their say, which could lower the stock's value.

restricted stock units financial

"grant of restricted stock units covering an aggregate"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

cetp inhibitor medical

"oral, low-dose, once-daily CETP inhibitor"

A CETP inhibitor is a medicine that blocks a blood protein responsible for moving cholesterol between different carriers, which typically raises “good” HDL cholesterol and can lower “bad” LDL cholesterol. For investors, these drugs matter because if clinical trials and regulators confirm they reduce heart disease, they can create large new revenue streams for developers; conversely, trial failures or safety concerns can sharply reduce a company’s value, like a promising new tool that must still prove it fixes the problem.

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NAARDEN, The Netherlands and MIAMI, Oct. 02, 2026 (GLOBE NEWSWIRE) -- NewAmsterdam Pharma Company N.V. (Nasdaq: NAMS or “NewAmsterdam” or the “Company”), a late-stage, clinical biopharmaceutical company developing oral, non-statin medicines for patients at risk of cardiovascular disease (“CVD”) with elevated low-density lipoprotein cholesterol (“LDL-C”), for whom existing therapies are not sufficiently effective or well-tolerated, today announced that the Compensation Committee of NewAmsterdam’s Board of Directors approved the grant of inducement share options covering an aggregate of 71,800 of NewAmsterdam’s ordinary shares to 7 non-executive new hires. The share options were granted as an inducement material to the employees’ acceptance of employment with NewAmsterdam pursuant to the NewAmsterdam Pharma Company N.V. 2024 Inducement Plan (the “2024 Inducement Plan”) and in accordance with Nasdaq Listing Rule 5635(c)(4).

The share options have an exercise price per share equal to $24.16, which represents the closing market price on the Nasdaq Stock Market of the Company’s ordinary shares on October 1, 2026, the grant date. The shares subject to the options will vest over four years, with 25% of the shares vesting on the one-year anniversary of the applicable vesting commencement date and the balance of the shares vesting in a series of 36 equal monthly installments thereafter, subject to each employee’s continued service with NewAmsterdam on such vesting dates. The options are subject to the terms and conditions of the 2024 Inducement Plan and the terms and conditions of an option award agreement covering the grant.

The Compensation Committee of NewAmsterdam’s Board of Directors also approved the grant of restricted stock units covering an aggregate of 17,745 of NewAmsterdam’s ordinary shares to 7 non-executive new hires. The restricted stock units were granted as an inducement material to the employees’ acceptance of employment with NewAmsterdam pursuant to the 2024 Inducement Plan and in accordance with Nasdaq Listing Rule 5635(c)(4).

The restricted stock units were granted on October 1, 2026. The restricted stock units will vest over three years, with one-third of the restricted stock units vesting on each of the one-year, two-year and three-year anniversaries of the applicable vesting commencement date, subject to each employee’s continued service with NewAmsterdam on such vesting dates. The restricted stock units are subject to the terms and conditions of the 2024 Inducement Plan and the terms and conditions of a restricted stock unit award agreement covering the grant.

About NewAmsterdam
NewAmsterdam Pharma (Nasdaq: NAMS) is a late-stage biopharmaceutical company dedicated to building a new standard of care for people living with cardiometabolic and neurodegenerative diseases. The Company is advancing therapies designed to address a significant unmet need for safe, well-tolerated, and convenient treatment options that lower LDL-C while advancing innovation beyond a single marker to better address cardiovascular risk. In multiple Phase 3 trials, NewAmsterdam is investigating obicetrapib, an oral, low-dose, once-daily CETP inhibitor, alone and as a fixed-dose combination with ezetimibe, in patients at risk of cardiovascular disease with elevated LDL-C. Guided by its mission, the Company challenges convention with courage, translates deep biological insight into meaningful patient impact, and delivers with rigor, precision, and purpose.

Company Contact
Matthew Philippe
P: 1-917-882-7512
matthew.philippe@newamsterdampharma.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What inducement equity awards did NewAmsterdam Pharma grant to new hires?

NewAmsterdam Pharma granted 71,800 share options and 17,745 restricted stock units on October 1, 2026, with each award category covering seven non-executive new hires. The options have an exercise price of $24.16 per share, equal to the ordinary shares’ Nasdaq closing price on the grant date.

How do NewAmsterdam Pharma’s October 2026 inducement awards vest?

The options vest over four years, with 25% vesting on the first anniversary of the applicable vesting commencement date and the balance in 36 equal monthly installments thereafter. Restricted stock units vest in thirds on the first, second and third anniversaries. Both require each employee’s continued service on the applicable vesting dates.