Apogee CMO sells 5,500 shares in planned trade

Apogee Therapeutics, Inc. Chief Medical Officer Carl Dambkowski reported an option exercise and related share sale in company stock.

Rhea-AI Filing Summary

Apogee Therapeutics, Inc. Chief Medical Officer Carl Dambkowski reported an option exercise and related share sale in company stock. He exercised stock options covering 4,125 shares of common stock at a price of $22.86 per share and sold 5,500 shares of common stock in an open-market transaction at an average price of $132.74 per share.

Following these transactions, Dambkowski directly owns 177,873 shares of common stock and holds stock options representing 114,790 shares after the partial exercise. The sale was executed pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on September 22, 2025, indicating the trade was scheduled in advance rather than timed discretionarily.

Insider Trade Summary 10b5-1

Exercise and sale activity reported; no spread calculated

Exercise and Sale 3 txns

Insider Dambkowski Carl

Role Chief Medical Officer

Sold 5,500 shs ($730K)

Approx. gross sale proceeds $730K

Approx. exercise cost $94K

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	4,125	$0.00	$0.00
Exercise	Common Stock	4,125	$22.86	$94K
Sale	Common Stock	5,500	$132.74	$730K

Holdings After Transaction: Stock Option (Right to Buy) — 114,790 contracts (Direct); Common Stock — 177,873 shares (Direct)

Footnotes (2)

1. F1. This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on September 22, 2025.
2. F2. This option represents the right to purchase 175,345 shares of the Issuer's common stock, which will vest in forty-eight equal monthly installments through December 18, 2027, subject to the Reporting Person's continued service to the Issuer.

Key Figures

Shares sold: 5,500 shares Sale price: $132.74 per share Options exercised: 4,125 shares +5 more

8 metrics

Shares sold 5,500 shares Open-market sale of common stock on July 1, 2026

Sale price $132.74 per share Average price for 5,500 common shares sold

Options exercised 4,125 shares Common stock acquired via option exercise

Option strike price $22.86 per share Exercise price of stock option converted into common stock

Shares owned after 177,873 shares Direct common stock holdings following transactions

Options remaining 114,790 options Stock options outstanding after partial exercise

Net share direction Net-sell of 1,375 shares Net of shares sold versus shares acquired via exercise

10b5-1 plan date September 22, 2025 Adoption date of pre-arranged trading plan

Key Terms

Rule 10b5-1 trading plan, Stock Option (Right to Buy), derivative security, open-market sale, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on September 22, 2025."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Stock Option (Right to Buy) financial

"Stock Option (Right to Buy) ... represents the right to purchase 175,345 shares of the Issuer's common stock"

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

open-market sale financial

"transaction_action: open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

vesting financial

"which will vest in forty-eight equal monthly installments through December 18, 2027"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

What insider transactions did Apogee Therapeutics (APGE) report for Carl Dambkowski?

Apogee Therapeutics reported that Chief Medical Officer Carl Dambkowski exercised options for 4,125 shares and sold 5,500 shares of common stock. These transactions occurred on July 1, 2026 as part of a disclosed trading and compensation activity.

At what prices did Carl Dambkowski trade Apogee Therapeutics (APGE) stock?

Carl Dambkowski exercised stock options at a strike price of $22.86 per share and sold 5,500 Apogee Therapeutics common shares at an average price of $132.74 per share. This reflects converting options into shares, then selling part of his equity position.

How many Apogee Therapeutics (APGE) shares does Carl Dambkowski hold after this Form 4?

After the reported transactions, Carl Dambkowski directly owns 177,873 shares of Apogee Therapeutics common stock. He also retains stock options representing 114,790 underlying shares, reflecting a continued significant equity stake following the sale and option exercise.

Was the Apogee Therapeutics (APGE) insider sale under a Rule 10b5-1 plan?

Yes. The filing states the sale transaction was executed under a Rule 10b5-1 trading plan adopted on September 22, 2025. Such plans schedule trades in advance, indicating the timing of the July 1, 2026 sale was pre-arranged rather than opportunistic.

What stock option terms were disclosed for Apogee Therapeutics (APGE) in this filing?

The filing notes a stock option representing the right to purchase 175,345 Apogee Therapeutics common shares. This option vests in forty-eight equal monthly installments through December 18, 2027, conditioned on Carl Dambkowski’s continued service with the company.

How large was Carl Dambkowski’s net share sale in Apogee Therapeutics (APGE)?

Carl Dambkowski sold 5,500 shares and exercised options for 4,125 shares, resulting in a net sale of 1,375 shares. The transaction summary characterizes overall activity as net-sell, while he still maintains substantial direct share and option holdings.

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Accepted by SEC EDGAR 07/02/2026 - 08:13 PM 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^*

Dambkowski Carl

(Last) (First) (Middle)

C/O APOGEE THERAPEUTICS, INC.

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

(Street)

WALTHAM MASSACHUSETTS 02453

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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

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

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

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	07/01/2026		M		4,125	A	$22.86	183,373	D
Common Stock	07/01/2026		S(1)		5,500	D	$132.74	177,873	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
Stock Option (Right to Buy)	$22.86	07/01/2026		M			4,125	(2)	12/18/2033	Common Stock	4,125	$0.00	114,790	D

Explanation of Responses:

1. This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted on September 22, 2025.

2. This option represents the right to purchase 175,345 shares of the Issuer's common stock, which will vest in forty-eight equal monthly installments through December 18, 2027, subject to the Reporting Person's continued service to the Issuer.

	/s/ Matthew Batters, as attorney-in-fact for Carl Dambkowski	07/02/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)