Apogee CEO sells shares under 10b5-1 plan

Apogee Therapeutics, Inc. chief executive Michael Thomas Henderson reported planned stock sales under a Rule 10b5-1 trading plan.

Rhea-AI Filing Summary

Apogee Therapeutics, Inc. chief executive Michael Thomas Henderson reported planned stock sales under a Rule 10b5-1 trading plan. On February 11, 2026, he executed three open-market sales of Apogee common stock: 11,494 shares at a weighted average price of $62.96, 7,551 shares at $63.73, and 955 shares at $64.99.

The filing notes that these trades were made pursuant to a Rule 10b5-1 plan adopted on August 13, 2025, and that prices reflect weighted averages across multiple transactions within specified ranges. Following the last reported sale, Henderson directly beneficially owns 1,172,987 shares of Apogee common stock.

Insider Trade Summary

Net Seller: 20,000 shares

Net Sell 3 txns

Insider HENDERSON MICHAEL THOMAS

Role Chief Executive Officer

Sold 20,000 shs ($1.27M)

Type	Security	Shares	Price	Value
Sale	Common Stock	11,494	$62.96	$724K
Sale	Common Stock	7,551	$63.73	$481K
Sale	Common Stock	955	$64.99	$62K

Holdings After Transaction: Common Stock — 1,172,987 shares (Direct)

Footnotes (4)

1. F1. This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on August 13, 2025.
2. F2. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $62.33 to $63.32, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range.
3. F3. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $63.33 to $64.32, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.
4. F4. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $64.95 to $65.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.

FAQ

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What insider transaction did Apogee Therapeutics (APGE) disclose for its CEO?

Apogee Therapeutics disclosed that CEO Michael Thomas Henderson sold common stock in open-market transactions. On February 11, 2026, he reported three separate sales of Apogee common shares, all under a pre-established Rule 10b5-1 trading plan adopted on August 13, 2025.

How many Apogee Therapeutics (APGE) shares did the CEO sell on February 11, 2026?

Michael Thomas Henderson reported selling three blocks of Apogee common stock. The transactions covered 11,494 shares, 7,551 shares, and 955 shares, each recorded separately in the Form 4 as open-market sales of non-derivative common stock on February 11, 2026.

At what prices were the Apogee Therapeutics (APGE) CEO’s shares sold?

The reported sales used weighted average prices for each block of shares. Henderson sold 11,494 shares at $62.96, 7,551 shares at $63.73, and 955 shares at $64.99, with each price reflecting multiple trades within specified price ranges on February 11, 2026.

How many Apogee Therapeutics (APGE) shares does the CEO own after these transactions?

After the reported sales, Michael Thomas Henderson directly beneficially owns 1,172,987 Apogee shares. The Form 4 lists this figure as the amount of common stock beneficially owned following the final transaction reported for February 11, 2026, held in direct ownership form.

Was the Apogee Therapeutics (APGE) CEO’s stock sale under a Rule 10b5-1 plan?

Yes. The Form 4 states the transactions were executed under a Rule 10b5-1 trading plan. The explanation notes that this plan was adopted on August 13, 2025, and the February 11, 2026 sales were carried out pursuant to that pre-established arrangement.

How does the Apogee Therapeutics (APGE) filing describe the CEO’s sale prices?

The filing explains that each reported sale price is a weighted average. For each block, it notes the shares were sold in multiple transactions within stated price ranges and offers to provide detailed trade-by-trade price information upon request to the issuer, shareholders, or SEC staff.

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Accepted by SEC EDGAR 02/13/2026 - 08:00 PM EST Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

HENDERSON MICHAEL THOMAS

(Last) (First) (Middle)

C/O APOGEE THERAPEUTICS, INC.

221 CRESCENT ST., BLDG. 17, STE. 102B

(Street)

WALTHAM MA 02453

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Apogee Therapeutics, Inc. [ APGE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/11/2026		S(1)		11,494	D	$62.96(2)	1,181,493	D
Common Stock	02/11/2026		S(1)		7,551	D	$63.73(3)	1,173,942	D
Common Stock	02/11/2026		S(1)		955	D	$64.99(4)	1,172,987	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on August 13, 2025.

2. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $62.33 to $63.32, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range.

3. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $63.33 to $64.32, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.

4. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $64.95 to $65.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.

	/s/ Matthew Batters, as attorney-in-fact for Michael Henderson	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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