Form 4: Forbion Funds Reduce Stake in NewAmsterdam Pharma Co N.V. Through Rule 10b5-1 Trading Plan

Forbion Growth Opportunities Fund I Cooperatief U.A. and Forbion Capital Fund IV Cooperatief U.A., through ForGrowth NAP B.V., sold 29,846 ordinary shares of NewAmsterdam Pharma Co N.V. under a pre-arranged Rule 10b5-1 trading plan.

Summary

• ForGrowth NAP B.V., a joint investment vehicle wholly owned by Forbion Growth Opportunities Fund I Cooperatief U.A. and Forbion Capital Fund IV Cooperatief U.A., reported the sale of 29,846 ordinary shares of NewAmsterdam Pharma Co N.V. on December 30, 2024.
• The sales were executed under a Rule 10b5-1 trading plan adopted by NAP PoolCo B.V. on March 28, 2024.
• The shares were sold at a weighted average price of $25.5369, with individual transactions ranging from $25.30 to $26.10.
• Following the transaction, ForGrowth NAP B.V. beneficially owns 10,656,172 ordinary shares.
• Of these, 652,173 shares are directly owned by ForGrowth on behalf of Forbion Growth I, and 10,003,999 are held by PoolCo and allocated to ForGrowth, with 4,027,712 beneficially owned by Forbion Growth I and 5,976,287 beneficially owned by Forbion IV.

Sentiment

Score: 5

Explanation: The sentiment is neutral. It's a routine transaction under a pre-existing trading plan. While a sale of shares can sometimes be viewed negatively, the structured nature of the sale mitigates concern.

Negatives

• The sale of shares by Forbion, even under a pre-arranged plan, could be perceived negatively by the market.

Risks

• Continued sales under the Rule 10b5-1 plan could exert downward pressure on the stock price.
• Changes in market conditions or the company's performance could impact the execution of the trading plan.

Future Outlook

The document does not provide specific forward-looking statements beyond the ongoing execution of the Rule 10b5-1 trading plan.

Industry Context

Sales by major shareholders are common and often pre-planned, especially in the biotech industry where venture capital firms may periodically reduce their holdings to return capital to investors. Rule 10b5-1 plans are a standard mechanism to allow insiders to sell shares without being accused of trading on non-public information.

Comparison to Industry Standards

• Rule 10b5-1 trading plans are a common practice among institutional investors and company insiders to diversify holdings or return capital to investors without raising concerns about insider trading.
• Comparable companies in the pharmaceutical sector, such as Madrigal Pharmaceuticals or Viking Therapeutics, often see similar filings related to pre-planned stock sales by their major shareholders or executives.

Stakeholder Impact

• The sale could have a minor negative impact on shareholder sentiment, although the pre-planned nature of the sale should minimize concerns.
• The impact on employees, customers, suppliers, and creditors is expected to be minimal.

Key Dates