Form 4: NAMS Chief Accounting Officer Exercises, Sells Shares

NewAmsterdam Pharma's Chief Accounting Officer, Louise Frederika Kooij, exercised stock options and subsequently sold a significant number of ordinary shares in late January 2026.

Summary

• Louise Frederika Kooij, Chief Accounting Officer of NewAmsterdam Pharma Co N.V. (NAMS), engaged in multiple transactions involving company stock.
• On January 23, 2026, Kooij exercised options to acquire 38,172 ordinary shares at an exercise price of $10.9 per share.
• Immediately following the option exercise on January 23, 2026, Kooij sold a total of 38,172 ordinary shares in two separate transactions: 25,405 shares at a weighted average price of $33.44 and 12,767 shares at a weighted average price of $34.37.
• On January 26, 2026, Kooij exercised additional options to acquire 34,400 ordinary shares at an exercise price of $10.9 per share.
• Following this second option exercise on January 26, 2026, Kooij sold a total of 34,400 ordinary shares in two separate transactions: 34,091 shares at a weighted average price of $32.77 and 309 shares at a weighted average price of $33.45.
• All sales were conducted pursuant to a Rule 10b5-1(c) pre-arranged trading plan.
• After these transactions, Kooij directly beneficially owns 24,353 ordinary shares and 145,562 options to buy ordinary shares.

Sentiment

Score: 6

Explanation: The transactions represent a positive outcome for the executive, realizing gains from stock options. For the company, it's a routine insider transaction under a 10b5-1 plan, which is generally neutral, though some might view significant insider selling as a slight negative.

Positives

• The Chief Accounting Officer realized a significant profit by exercising options at $10.9 and selling shares at prices ranging from $32.77 to $34.37.
• The transactions were conducted under a Rule 10b5-1(c) plan, indicating pre-planned sales and potentially reducing concerns about opportunistic trading.

Negatives

• The Chief Accounting Officer sold a substantial number of shares (72,572 shares in total from the exercises) over two days, which could be interpreted by some investors as a reduction in insider confidence, although it was part of a pre-arranged plan.
• The beneficial ownership of ordinary shares decreased significantly from 62,525 (before January 23, 2026 sales) to 24,353 (after January 26, 2026 sales), representing a reduction of 38,172 shares.

Risks

• No specific company-wide risks are mentioned. The risks are inherent to insider selling, which can sometimes be perceived negatively by the market.

Future Outlook

No forward-looking statements or guidance are provided in this Form 4 filing, which is limited to reporting insider transactions.

Management Comments

• 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.

Industry Context

This filing reports routine insider transactions and does not provide information directly related to broader industry trends or competitive landscape. It reflects an individual executive's compensation and liquidity management.

Comparison to Industry Standards

• Not applicable. This Form 4 details individual executive stock transactions, which are not typically compared to global benchmarks or specific comparable companies/projects in this context.

Related Party Transactions

• No related party dealings are disclosed beyond the executive's compensation-related stock transactions.

Stakeholder Impact

• Shareholders: May perceive the executive's sale of shares as a slight negative signal, though the 10b5-1 plan mitigates this. The executive still retains a significant number of options and some direct shares.

Next Steps

• No specific future actions, events, or milestones are mentioned beyond the vesting schedule of the remaining options.

Key Dates

Recommendation

This Form 4 filing details routine insider transactions by the Chief Accounting Officer, involving the exercise of stock options and subsequent sale of shares under a pre-arranged 10b5-1 plan. While the executive realized significant gains, the transactions do not provide new fundamental information about the company's operational performance, strategic direction, or financial health. The executive retains a substantial number of options, indicating continued alignment with shareholder interests. Therefore, based solely on this filing, a 'hold' recommendation is appropriate as it neither presents new catalysts for significant upside nor signals fundamental deterioration.

Keywords

NewAmsterdam Pharma, NAMS, insider trading, Form 4, stock options, share sale, executive compensation, Louise Frederika Kooij, Chief Accounting Officer, Rule 10b5-1