SCHEDULE: Frazier Funds Update NewAmsterdam Pharma Stake
Schedule 13D Amendment
Frazier Life Sciences funds have updated their beneficial ownership in NewAmsterdam Pharma, detailing recent share purchases and clarifying ownership attribution.
Summary
- Frazier Life Sciences X, L.P. (FLS X) beneficially owns 7,327,937 Ordinary Shares, representing 6.5% of NewAmsterdam Pharma Company N.V.'s class, including 500,333 warrants.
- Frazier Lifesciences Sponsor LLC beneficially owns 3,968,000 Ordinary Shares, representing 3.5% of the class, including 167,000 warrants.
- Frazier Life Sciences Public Fund, L.P. (FLSPF) beneficially owns 5,587,957 Ordinary Shares, representing 5.0% of the class.
- Frazier Life Sciences Public Overage Fund, L.P. (FLSPOF) beneficially owns 2,975,757 Ordinary Shares, representing 2.6% of the class.
- Frazier Life Sciences XI, L.P. (FLS XI) beneficially owns 1,174,815 Ordinary Shares, representing 1.0% of the class.
- Frazier Life Sciences XII, L.P. (FLS XII) beneficially owns 59,647 Ordinary Shares, representing 0.1% of the class.
- James N. Topper and Patrick J. Heron each share voting and investment power over 7,327,937 Ordinary Shares (6.5%).
- The beneficial ownership percentages are calculated based on 112,628,458 Ordinary Shares outstanding as of July 31, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed on August 6, 2025, plus exercisable warrants.
- Funds for the reported purchases were sourced from the working capital of the respective Frazier entities, with no borrowed funds used.
- The filing corrects previous beneficial ownership attribution for members of investment committees managing FLSPF, FLSPOF, and FLS XI, stating no members are attributed beneficial ownership of the securities directly held by these funds.
Sentiment
Score: 6
Explanation: The filing is primarily a factual disclosure of beneficial ownership and recent share purchases by existing large holders. The continued purchases by investment funds could be seen as a mildly positive signal of confidence, but the filing itself does not contain forward-looking statements or performance metrics to significantly shift sentiment.
Positives
- Multiple Frazier Life Sciences funds increased their holdings in NewAmsterdam Pharma through share purchases during June and August 2025, indicating continued investment interest.
- Purchases occurred at varying price points, including a recent acquisition on August 11, 2025, at an average price of $23.97870, higher than earlier June purchases.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Beneficial Ownership Attribution Clarification | The filing corrects previous attribution of beneficial ownership to members of the investment committees managing Frazier Life Sciences Public Fund, L.P., Frazier Life Sciences Public Overage Fund, L.P., and Frazier Life Sciences XI, L.P., stating that no individual members are attributed beneficial ownership of the securities directly held by these funds. | NA | This clarification refines the understanding of control and ownership structure within the Frazier Life Sciences entities, ensuring accurate disclosure of beneficial ownership. |
Stakeholder Impact
- Shareholders: Provides updated information on significant institutional ownership and recent trading activity by major investors, which can influence market perception and liquidity.
Key Dates
| Date | Description |
|---|---|
| 06/16/2025 | FLSPOF, FLSPF, FLS X, FLS XI, and FLS XII purchased shares at an average price of $19.4992. |
| 06/24/2025 | FLSPOF, FLSPF, FLS X, FLS XI, and FLS XII purchased shares at an average price of $18.4343. |
| 06/25/2025 | FLSPOF, FLSPF, FLS X, FLS XI, and FLS XII purchased shares at an average price of $18.2632. |
| 08/06/2025 | Date of Issuer's Quarterly Report on Form 10-Q, reporting 112,628,458 Ordinary Shares outstanding as of July 31, 2025. |
| 08/11/2025 | FLSPOF, FLSPF, FLS X, FLS XI, and FLS XII purchased shares at an average price of $23.97870. |
| 08/18/2025 | Date of event requiring the filing of this statement. |
| 08/20/2025 | Filing date of this Schedule 13D Amendment No. 5. |
Keywords
NewAmsterdam Pharma, Frazier Life Sciences, Beneficial Ownership, Schedule 13D, Equity Investment, Pharmaceutical, Warrants, Institutional Investor
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