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Apogee director options cashed out at $135.11

A director’s vested Apogee Therapeutics stock options were canceled in a cash-out merger transaction at $135.11 minus the option exercise prices per share.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Apogee Therapeutics, Inc. (APGE) director Lisa Bollinger reported the disposition to the issuer of four tranches of vested stock options on September 3, 2026 in connection with a merger. Options covering 18,550, 8,112, 14,461 and 7,657 shares of common stock, with exercise prices of $47.86, $43.85, $41.66 and $85.00 respectively, were canceled pursuant to an Agreement and Plan of Merger dated June 18, 2026. Each option was exchanged for a cash payment equal to the merger consideration of $135.11 minus its exercise price, and the filing states these options were vested or became fully vested in connection with the merger. No Rule 10b5-1 trading plan is reported.

Positive

  • None.

Negative

  • None.
Insider Bollinger Lisa
Role Director
Type Security Shares Price Value
Disposition Stock Option (Right to Buy) F2, F1 18,550 -- --
Disposition Stock Option (Right to Buy) F2, F1 8,112 -- --
Disposition Stock Option (Right to Buy) F2, F1 14,461 -- --
Disposition Stock Option (Right to Buy) F2, F1 7,657 -- --
Holdings After Transaction: Stock Option (Right to Buy) — 0 contracts (Direct)
Footnotes (2)
  1. F1. The reported options were vested as of the date of the Merger or became fully vested in connection with the Merger.
  2. F2. Each reported option was disposed of, pursuant to the Agreement and Plan of Merger, dated as of June 18, 2026, among Andor LLC, Andor Merger Co., the Issuer and AbbVie Inc., in exchange for a cash payment equal to the excess of the merger consideration of $135.11 over the exercise price of such option.
Options disposed (first tranche) 18,550 options Stock Option (Right to Buy) with $47.86 exercise price, disposed September 3, 2026
Options disposed (second tranche) 8,112 options Stock Option (Right to Buy) with $43.85 exercise price, disposed September 3, 2026
Options disposed (third tranche) 14,461 options Stock Option (Right to Buy) with $41.66 exercise price, disposed September 3, 2026
Options disposed (fourth tranche) 7,657 options Stock Option (Right to Buy) with $85.00 exercise price, disposed September 3, 2026
Merger consideration per share $135.11 per share Used to determine cash paid per option (merger consideration minus exercise price)
Stock Option (Right to Buy) financial
"The reporting person disposed of Stock Option (Right to Buy) awards"
Agreement and Plan of Merger regulatory
"disposed of, pursuant to the Agreement and Plan of Merger, dated"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
merger consideration financial
"equal to the excess of the merger consideration of $135.11 over"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
disposition to issuer financial
"Each reported option was a disposition to issuer in connection with a merger"
vested financial
"The reported options were vested as of the date of the Merger"

FAQ

What insider activity did APGE disclose in this Form 4?

APGE disclosed that director Lisa Bollinger disposed of four tranches of vested stock options on September 3, 2026 in connection with a merger, with each option canceled in exchange for a cash payment tied to the merger consideration.

Which securities were involved in Lisa Bollinger’s APGE Form 4 filing?

The filing involves Stock Options (Right to Buy) for APGE common stock. Four option grants covering 18,550, 8,112, 14,461 and 7,657 underlying shares were reported as disposed of to the issuer.

What exercise prices applied to the APGE options reported in this Form 4?

The reported stock options had exercise prices of $47.86, $43.85, $41.66 and $85.00 per share. Each option was exchanged for cash equal to $135.11 minus its specific exercise price, according to the merger agreement disclosure.

How was the cash consideration for the APGE options calculated?

Each reported option was exchanged for a cash payment equal to the excess of the merger consideration of $135.11 per share over the option’s exercise price. This treatment is described as occurring pursuant to an Agreement and Plan of Merger dated June 18, 2026.

Were the APGE options vested at the time of disposition?

Yes. The footnotes state that the reported options were vested as of the date of the merger or became fully vested in connection with the merger before being disposed of to the issuer for cash consideration.

Was a Rule 10b5-1 plan involved in this APGE Form 4?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not marked as affirmative, and there is no footnote stating that the transactions were made under a Rule 10b5-1 trading plan.

What agreement governed the APGE option cash-out reported here?

The cash-out of the options is described as occurring pursuant to an Agreement and Plan of Merger dated June 18, 2026 among Andor LLC, Andor Merger Co., Apogee Therapeutics, Inc., and AbbVie Inc.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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*
Bollinger Lisa

(Last)(First)(Middle)
C/O APOGEE THERAPEUTICS, INC.
1 LETTERMAN DRIVE, BUILDING B

(Street)
SAN FRANCISCO CALIFORNIA 94129

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$47.8609/03/2026D18,550 (1)(2)05/28/2034Common Stock18,550(2)0D
Stock Option (Right to Buy)$43.8509/03/2026D8,112 (1)(2)06/05/2034Common Stock8,112(2)0D
Stock Option (Right to Buy)$41.6609/03/2026D14,461 (1)(2)06/17/2035Common Stock14,461(2)0D
Stock Option (Right to Buy)$8509/03/2026D7,657 (1)(2)06/09/2036Common Stock7,657(2)0D
Explanation of Responses:
1. The reported options were vested as of the date of the Merger or became fully vested in connection with the Merger.
2. Each reported option was disposed of, pursuant to the Agreement and Plan of Merger, dated as of June 18, 2026, among Andor LLC, Andor Merger Co., the Issuer and AbbVie Inc., in exchange for a cash payment equal to the excess of the merger consideration of $135.11 over the exercise price of such option.
/s/ Matthew Batters, as attorney-in-fact for Lisa Bollinger09/03/2026
** Signature of Reporting PersonDate
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)