NewAmsterdam CEO exercises options under 10b5-1 plan
NewAmsterdam Pharma Co N.V.
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Form Type
4
Rhea-AI Filing Summary
NewAmsterdam Pharma Co N.V. CEO Michael H. Davidson reported a multi-day option exercise-and-sell transaction from February 24 through February 26, 2026, under a Rule 10b5-1 trading plan. He exercised options for 306,293 ordinary shares at EUR 1.16392 per share and sold 306,293 shares at prices ranging from $33.63 to $36.68 per share.
The filing also reports a February 26 transfer of 285,715 ordinary shares to a grantor retained annuity trust (GRAT). Following the transactions, Davidson held 174,144 ordinary shares directly and 285,715 shares indirectly through the GRAT, with 682,974 options remaining under the reported grant.
Insider Trade Summary
Exercise and Sale: 306,293 shares ($10.58M approx. pre-tax spread)
Exercise and Sale
14 txns
Insider
Davidson Michael H.
Role
Chief Executive Officer
Sold
306,293 shs ($10.58M)
Approx. gross sale proceeds
$10.58M
Approx. exercise cost
$0.00
Approx. pre-tax spread
$10.58M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Option (right to buy) | 183,332 | $0.00 | $0.00 |
| Exercise | Ordinary Shares | 183,332 | $0.00 | $0.00 |
| Sale | Ordinary Shares | 165,408 | $33.63 | $5.56M |
| Sale | Ordinary Shares | 17,924 | $34.44 | $617K |
| Exercise | Option (right to buy) | 58,253 | $0.00 | $0.00 |
| Exercise | Ordinary Shares | 58,253 | $0.00 | $0.00 |
| Sale | Ordinary Shares | 46,517 | $35.11 | $1.63M |
| Sale | Ordinary Shares | 10,436 | $35.96 | $375K |
| Sale | Ordinary Shares | 1,300 | $36.68 | $48K |
| Exercise | Option (right to buy) | 64,708 | $0.00 | $0.00 |
| Exercise | Ordinary Shares | 64,708 | $0.00 | $0.00 |
| Sale | Ordinary Shares | 61,547 | $36.13 | $2.22M |
| Sale | Ordinary Shares | 3,161 | $36.46 | $115K |
| holding | Ordinary Shares | -- | -- | -- |
Holdings After Transaction:
Option (right to buy) — 682,974 contracts (Direct);
Ordinary Shares — 174,144 shares (Direct);
Ordinary Shares — 285,715 shares (Indirect, By GRAT)
Footnotes (10)
- F1. The exercise price of the option is EUR 1.16392.
- F2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $35.43 to $36.42 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.
- F3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $36.43 to $36.50 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.
- F4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $34.57 to $35.56 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 price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $35.57 to $36.55 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.
- F6. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $36.58 to $36.74 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.
- F7. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $33.34 to $34.33 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.
- F8. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $34.35 to $34.82 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.
- F9. The amount reported in Column 5 reflects the transfer of 285,715 ordinary shares from the Reporting Person to the Michael H. Davidson 2026 Grantor Retained Annuity Trust (the "GRAT") on February 26, 2026, which transfer was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934. The Reporting Person is the sole annuitant and trustee of the GRAT.
- F10. The option was granted on November 22, 2022 to replace options 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. 25% of the shares underlying the options vested on August 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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did NewAmsterdam Pharma (NAMS) CEO report in this Form 4?
CEO Michael H. Davidson exercised options for 306,293 ordinary shares and sold them in open-market transactions from February 24 through February 26, 2026. These were exercises of options originally granted at EUR 1.16392 per share, carried out under a pre-arranged Rule 10b5-1 trading plan.
How many options does the NAMS CEO have remaining?
After exercising 306,293 options, Davidson retains 682,974 options from this specific grant, expiring July 6, 2031. The options were originally granted at EUR 1.16392 per share.
What is the grantor retained annuity trust mentioned in the NAMS filing?
On February 26, 2026, Davidson transferred 285,715 ordinary shares to the Michael H. Davidson 2026 Grantor Retained Annuity Trust. He serves as sole annuitant and trustee. This is an estate planning vehicle and the shares are reported as indirectly owned.
What type of transaction was this?
This was a multi-day option exercise-and-sell series. Davidson exercised vested stock options (transaction code M) to acquire shares and sold them (transaction code S) over three days, at prices ranging from $33.63 to $36.68 per share. The exercise and sale quantities match, indicating the shares sold were acquired through the option exercises.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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