[Form 4] NewAmsterdam Pharma Company N.V. Warrant Insider Trading Activity

Rhea-AI Filing Summary

Douglas F. Kling, Chief Operating Officer of NewAmsterdam Pharma, reported significant insider transactions on June 16, 2025:

• Exercised stock options to acquire 100,000 total ordinary shares: - 78,101 shares at $10.00 per share - 21,899 shares at $10.90 per share
• Subsequently sold 100,000 shares in two tranches: - 81,891 shares at weighted average price of $19.19 - 18,109 shares at weighted average price of $19.75
• Post-transactions, Kling retains: - 44,000 ordinary shares - 372,829 options at $10.00 strike price - 261,314 options at $10.90 strike price

The transactions were executed under a Rule 10b5-1 trading plan. The sales represent a partial liquidation of Kling's holdings while maintaining significant equity exposure through remaining shares and options.

Positive

• None.

Negative

• COO Douglas Kling executed a significant net sale of 100,000 shares (~69% of post-exercise holdings) at prices between $18.60-$20.21, retaining only 44,000 shares

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^*

Kling Douglas F

(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 Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2025

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	06/16/2025		M		78,101	A	$10	122,101	D
Ordinary Shares	06/16/2025		M		21,899	A	$10.9	144,000	D
Ordinary Shares	06/16/2025		S(1)		81,891	D	$19.19(2)	62,109	D
Ordinary Shares	06/16/2025		S(1)		18,109	D	$19.75(3)	44,000	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)	$10	06/16/2025		M			78,101	(4)	11/22/2032	Ordinary Shares	78,101	$0	372,829	D
Option (right to buy)	$10.9	06/16/2025		M			21,899	(5)	01/01/2033	Ordinary Shares	21,899	$0	261,314	D

Explanation of Responses:

1. This transaction was effected pursuant to a trading plan adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.60 per share to $19.59 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.60 per share to $20.21 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.

4. The option was granted on November 22, 2022. The shares underlying the option vest in equal monthly installments over four years, with the first 1/48th of such shares vesting on December 22, 2022 and the remaining installments vesting on each one-month anniversary of the grant date, subject to the Reporting Person's continued service through each such date.

5. The option was granted on January 1, 2023. 25% of the shares underlying the option vested on 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 by Power of Attorney from Douglas F. Kling	06/18/2025
	** 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

How many NAMSW shares did COO Douglas Kling sell on June 16, 2025?

On June 16, 2025, COO Douglas Kling sold a total of 100,000 shares in two transactions: 81,891 shares at an average price of $19.19 and 18,109 shares at an average price of $19.75.

What was the exercise price of NAMSW stock options exercised by Douglas Kling?

Douglas Kling exercised two sets of stock options: 78,101 shares at an exercise price of $10.00 and 21,899 shares at an exercise price of $10.90.

How many NAMSW shares does Douglas Kling own after the June 16, 2025 transactions?

After the reported transactions, Douglas Kling directly owns 44,000 ordinary shares of NAMSW. He also holds 372,829 options at $10.00 and 261,314 options at $10.90.

Was Douglas Kling's NAMSW stock sale part of a 10b5-1 trading plan?

Yes, the filing explicitly states that the transactions were effected pursuant to a trading plan adopted by Douglas Kling in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.

What is the vesting schedule for Douglas Kling's NAMSW stock options?

The $10.00 options granted on November 22, 2022 vest monthly over 4 years (1/48th per month), starting December 22, 2022. The $10.90 options granted on January 1, 2023 vest 25% after one year, with the remainder vesting monthly over the following three years.