SEC Form 4 · accession 0001104659-26-094087
Apogee Therapeutics, Inc. · APGE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Peter Evan Harwin
Director
Fairmount Funds Management LLC
Director
Tomas Kiselak
Director
Period of report
Aug 7, 2026
Accepted (ET)
Aug 11, 2026 · 4:30 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001974640
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 7, 2026 | M | 31,838 | $17.00 | A | 330,485 | I | By Fairmount Healthcare Fund II LP |
| Common StockF1 | Aug 7, 2026 | M | 10,370 | $43.85 | A | 340,855 | I | By Fairmount Healthcare Fund II LP |
| Common Stock | holding | — | — | — | 51,166 | I | By Tomas Kiselak | |
| Common Stock | holding | — | — | — | 51,166 | I | By Peter Harwin |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3,F2 | $17.00 | Aug 7, 2026 | M | 31,838 | D | — | Jul 13, 2033 | Common Stock | 31,838 | 0 | D |
| Stock Option (Right to Buy)F3,F4 | $43.85 | Aug 7, 2026 | M | 10,370 | D | — | Jun 5, 2034 | Common Stock | 10,370 | 0 | D |
Explanation of responses
- F1Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.
- F2This option represented the vested portion of the total right to purchase 47,758 shares of the Issuer's common stock, which vested in three approximately equal annual installments beginning on the first anniversary of the 7/13/2023 grant date.
- F3Under Mr. Harwin's arrangement with Fairmount Funds Management LLC (the "Adviser"), Mr. Harwin held the options reported herein for one or more investment vehicles managed by the Adviser (each, a "Fairmount Fund"). Mr. Harwin was obligated to turn over to the Adviser any net cash or stock received from the options for the benefit of such Fairmount Fund. Mr. Harwin therefore disclaimed beneficial ownership of the option and underlying common stock.
- F4This option represented the right to purchase 10,370 shares of the Issuer's common stock, which vested on the one-year anniversary of the 6/5/2024 grant date.
Remarks
Fairmount and Fairmount Healthcare Fund II LP may each be deemed a director by deputization of the Issuer by virtue of the fact that Tomas Kiselak serves on the board of directors of the Issuer and is a Managing Member of Fairmount.