NewAmsterdam Pharma Company N.V.
9.99%
11,422,504
1936258
N62509109
Nov 4, 2025
Nov 7, 2025, 07:19 PM
Reporting Persons (6)
This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.
| Name | Type | % of Class | Aggregate | Sole Voting | Shared Voting |
|---|---|---|---|---|---|
| BCLS Fund III Investments, LP | Partnership | 9.99% | 11,422,504 | 0 | 11,422,504 |
| Bain Capital Life Sciences Opportunities III, LP | Partnership | 9.99% | 11,422,504 | 0 | 11,422,504 |
| Bain Capital Life Sciences Fund II, L.P. | Partnership | 9.99% | 11,422,504 | 0 | 11,422,504 |
| BCLS II Investco, LP | Partnership | 9.99% | 11,422,504 | 0 | 11,422,504 |
| BCLS II Equity Opportunities, LP | Partnership | 9.99% | 11,422,504 | 0 | 11,422,504 |
| BCIP Life Sciences Associates, LP | Partnership | 9.99% | 11,422,504 | 0 | 11,422,504 |
Disclosure Items (3)
Ordinary Shares, nominal value Euro 0.12 per share
NewAmsterdam Pharma Company N.V.
Gooimeer 2-35, Naarden, P7, 1411 DC
Item 5 of the Initial Statement is hereby amended and restated as follows: The information set forth in Items 2, 3 and 6 and on the cover pages of this Schedule 13D is incorporated by reference in its entirety into this Item 5. As of the date hereof, (i) BCLS Fund III directly holds 5,376,356 Ordinary Shares; (ii) BCLS Fund II Opportunities directly holds a Pre-Funded Warrant to purchase 1,257,141 Ordinary Shares; (iii) BCLS Fund II directly holds 267,429 Ordinary Shares and a Warrant to purchase 89,143 Ordinary Shares; (iv) BCLS II Investco directly holds 4,797,557 Ordinary Shares; (v) BCLS Fund II Opportunities directly holds a Pre-Funded Warrant to purchase 375,512 Ordinary Shares; and (vi) BCIPLS directly holds 32,571 Ordinary Shares and a Warrant to purchase 10,857 Ordinary Shares. As a result of the Beneficial Ownership Blocker (as defined below), BCLS Fund III Opportunities and BCLS Fund II Opportunities are precluded from exercising Pre-Funded Warrants to the extent that the Reporting Persons would, after such exercise, collectively beneficially own in excess of 9.99% of the outstanding Ordinary Shares. Accordingly, pursuant to Rule 13d-3 of the Act and the relationships described in Item 2 of this Schedule 13D, the Reporting Persons may be deemed to collectively beneficially own 9.99% of the outstanding Ordinary Shares, representing 11,422,504 Ordinary Shares as of the date hereof. The calculation of the beneficial ownership of the Reporting Persons is based on (i) 113,390,804 Ordinary Shares issued and outstanding as of October 31, 2025, as reported by the Issuer in its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2025, filed with the Securities and Exchange Commission on November 5, 2025, and (ii) 848,591 Ordinary Shares issuable upon the exercise of Pre-Funded Warrants held by the Reporting Persons, which reflects the Beneficial Ownership Blocker.
See Item 5(a) hereof.
None
Except as otherwise described in this Item 5, no one other than the Reporting Persons has the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, any of the Ordinary Shares beneficially owned by the Reporting Persons as described in this Item 5.
Not applicable.