NewAmsterdam Pharma Co N.V.
For the period ended Sep 30, 2026. Filed Nov 4, 2026.
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Sep 30, 2026 · Filed Nov 4, 2026
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Item 5. Other Information.
(c) Rule 10b5-1 Trading Arrangements
During the three months ended September 30, 2026, noneof our directors or officers (as defined in Rule 16a-1(f) promulgated under the Exchange Act) adopted, amended or terminated a Rule 10b5-1 trading arrangement (as defined in Item 408(a)(1)(i) of Regulation S-K).
Except as set forth below, no officer or director adopted, amended or terminated a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(c) of Regulation S-K, during the three months ended September 30, 2026.
In August 2026, Rob Gunning, our Vice President, Controller and our principal accounting officer, entered into a sell-to-cover agreement that constitutes a "non-Rule 10b5-1 trading arrangement," which provides for the pre-arranged sale of a portion of any Ordinary Shares deliverable to Mr. Gunning in connection with the vesting and/or settlement of Mr. Gunning's restricted stock units in order to satisfy any taxes required to be withheld in connection with such vesting and/or settlement event. The amount of Ordinary Shares to be sold to satisfy such tax withholding obligations under Mr. Gunning's sell-to-cover agreement is dependent on the then-prevailing market price of the Ordinary Shares at the time of the vesting of the restricted stock units. Mr. Gunning's sell-to-cover agreement remains in effect until the date on which Mr. Gunning’s tax withholding obligations arising from the last vesting or settlement event of the applicable restricted stock units have been satisfied, unless earlier terminated in certain limited circumstances.
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