NewAmsterdam Pharma (NAMS) CAO granted RSUs, stock options and sells shares

Rhea-AI Filing Summary

NewAmsterdam Pharma’s Chief Accounting Officer, Louise Frederika Kooij, reported routine equity compensation activity and a related tax-cover sale. On January 5, 2026, she sold 2,647 ordinary shares at a weighted average price of $33.25 per share in a pre-arranged transaction solely to cover tax withholding from restricted stock unit (RSU) vesting. On January 7, 2026, she acquired 12,000 RSUs, each representing one ordinary share, granted for no consideration, with one-third vesting on each of the first three anniversaries of the vesting start date. She also received an option to buy 53,500 ordinary shares at an exercise price of $35.45 per share, expiring on January 7, 2036, with 25% vesting on January 2, 2027 and the remainder vesting in equal monthly installments over the following three years, all subject to continued service.

Insider Trade Summary

Net Seller: 2,647 shares ($88,013)

Net Sell 3 txns

Insider Kooij Louise Frederika

Role Chief Accounting Officer

Sold 2,647 shs ($88K)

Type	Security	Shares	Price	Value
Grant/Award	Option (right to buy)	53,500	$0.00	--
Grant/Award	Ordinary Shares	12,000	$0.00	--
Sale	Ordinary Shares	2,647	$33.25	$88K

Holdings After Transaction: Option (right to buy) — 53,500 shares (Direct); Ordinary Shares — 24,353 shares (Direct)

Footnotes (1)

1. Represents pre-arranged sale of shares by the Reporting Person solely to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units (RSUs) pursuant to sell-to-cover agreement entered into with the Issuer. The sale does not represent a discretionary transaction by the Reporting Person. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $32.77 to $33.58 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. Represents RSUs, each representing a contingent right to receive one ordinary share. 1/3 of the RSUs will vest on each of the first, second and third anniversaries of the vesting start date, subject to the Reporting Person's continued service through each such date. Each RSU was granted on January 7, 2026 for no consideration. 25% of the shares underlying the option will vest on Janaury 2, 2027, the one-year anniversary of the 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.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kooij Louise Frederika

(Last) (First) (Middle)

C/O NEWAMSTERDAM PHARMA COMPANY N.V.

GOOIMEER 2-35

(Street)

NAARDEN P7 1411 DC

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NewAmsterdam Pharma Co N.V. [ NAMS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	01/05/2026		S(1)		2,647	D	$33.25(2)	12,353	D
Ordinary Shares	01/07/2026		A		12,000(3)	A	(4)	24,353	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Option (right to buy)	$35.45	01/07/2026		A		53,500		(5)	01/07/2036	Ordinary Shares	53,500	$0.00	53,500	D

Explanation of Responses:

1. Represents pre-arranged sale of shares by the Reporting Person solely to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units (RSUs) pursuant to sell-to-cover agreement entered into with the Issuer. The sale does not represent a discretionary transaction by the Reporting Person.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $32.77 to $33.58 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.

3. Represents RSUs, each representing a contingent right to receive one ordinary share. 1/3 of the RSUs will vest on each of the first, second and third anniversaries of the vesting start date, subject to the Reporting Person's continued service through each such date.

4. Each RSU was granted on January 7, 2026 for no consideration.

5. 25% of the shares underlying the option will vest on Janaury 2, 2027, the one-year anniversary of the 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.

	/s/ Louise Kooij	01/07/2026
	** 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 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).
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.

FAQ

What insider transactions did NewAmsterdam Pharma (NAMS) report for January 2026?

The Chief Accounting Officer, Louise Frederika Kooij, reported a sale of 2,647 ordinary shares on January 5, 2026 and grants on January 7, 2026 of 12,000 RSUs and an option for 53,500 ordinary shares.

Why did the NewAmsterdam Pharma (NAMS) officer sell 2,647 shares?

The 2,647 ordinary shares were sold solely to cover tax withholding obligations related to RSU vesting under a sell-to-cover agreement, and the filing states the sale was not a discretionary transaction.

What are the terms of the 12,000 RSUs granted to the NewAmsterdam Pharma (NAMS) officer?

The 12,000 RSUs each represent a contingent right to receive one ordinary share. One-third will vest on each of the first, second and third anniversaries of the vesting start date, subject to the officer’s continued service. The RSUs were granted for no consideration on January 7, 2026.

What are the key details of the stock option granted to the NewAmsterdam Pharma (NAMS) officer?

The officer received an option to buy 53,500 ordinary shares at an exercise price of $35.45 per share, expiring on January 7, 2036. 25% of the underlying shares will vest on January 2, 2027, with the remaining shares vesting in equal monthly installments over the next three years, subject to continued service.

At what price were the NewAmsterdam Pharma (NAMS) shares sold in the tax-cover transaction?

The tax-cover sale of 2,647 ordinary shares used a weighted average price of $33.25 per share. The filing notes the individual trades occurred between $32.77 and $33.58 per share.

How many NewAmsterdam Pharma (NAMS) ordinary shares did the officer own after these transactions?

Following the reported transactions, the officer beneficially owned 24,353 ordinary shares directly, according to the filing’s post-transaction holdings column.