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[Form 4] Apogee Therapeutics, Inc. Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Apogee Therapeutics (APGE) reported insider stock option grants to directors affiliated with Fairmount Funds Management. On June 17, 2025, two directors received identical stock option packages:

  • Peter Harwin and Tomas Kiselak each received options to purchase 14,461 shares at an exercise price of $41.66 per share
  • Options will vest on the one-year anniversary of the grant date (June 17, 2026)
  • Options expire on June 17, 2035

Both directors hold these options on behalf of Fairmount Funds Management investment vehicles and must turn over any proceeds to Fairmount. Both directors disclaim beneficial ownership except for their pecuniary interest. Fairmount is deemed a director by deputization due to Harwin and Kiselak serving as both board members and Managing Members of Fairmount.

Positive

  • None.

Negative

  • None.
Insider Fairmount Funds Management LLC, Kiselak Tomas, Harwin Peter Evan
Role Director | Director | Director
Type Security Shares Price Value
Grant/Award Stock Option (Right to Buy) 14,461 $0.00 --
Grant/Award Stock Option (Right to Buy) 14,461 $0.00 --
Holdings After Transaction: Stock Option (Right to Buy) — 14,461 shares (Indirect, By: Peter Harwin)
Footnotes (1)
  1. This option represents the right to purchase 14,461 shares of the Issuer's common stock and will vest on the one-year anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer on such vesting date. Under Mr. Harwin's arrangement with Fairmount Funds Management LLC ('Fairmount'), Mr. Harwin holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Harwin therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein. Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more Fairmount Funds. Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.
Form 4 Insider Transactions: What Each Field Means →
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).
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*
Fairmount Funds Management LLC
(Last) (First) (Middle)
200 BARR HARBOR DRIVE
SUITE 400
(Street)
WEST CONSHOHOCKEN PA 19428
(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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
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) $41.66 06/17/2025 A 14,461 (1) 06/17/2035 Common Stock 14,461 $0.00 14,461 I(2) By: Peter Harwin
Stock Option (Right to Buy) $41.66 06/17/2025 A 14,461 (1) 06/17/2035 Common Stock 14,461 $0.00 14,461 I(3) By: Tomas Kiselak
1. Name and Address of Reporting Person*
Fairmount Funds Management LLC
(Last) (First) (Middle)
200 BARR HARBOR DRIVE
SUITE 400
(Street)
WEST CONSHOHOCKEN PA 19428
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Kiselak Tomas
(Last) (First) (Middle)
2001 MARKET STREET
SUITE 2500
(Street)
PHILADELPHIA PA 19103
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Harwin Peter Evan
(Last) (First) (Middle)
2001 MARKET STREET
SUITE 2500
(Street)
PHILADELPHIA PA 19103
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. This option represents the right to purchase 14,461 shares of the Issuer's common stock and will vest on the one-year anniversary of the grant date, subject to the Reporting Person's continued service to the Issuer on such vesting date.
2. Under Mr. Harwin's arrangement with Fairmount Funds Management LLC ('Fairmount'), Mr. Harwin holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). Mr. Harwin is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Harwin therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.
3. Under Mr. Kiselak's arrangement with Fairmount, Mr. Kiselak holds the option for one or more Fairmount Funds. Mr. Kiselak is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. Mr. Kiselak therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.
Remarks:
Fairmount may be deemed a director by deputization of Issuer by virtue of the fact that each of Peter Harwin and Tomas Kiselak serve on the board of directors of Issuer and are also each a Managing Member of Fairmount.
/s/ Tomas Kiselak, Managing Member of Fairmount Funds Management LLC 06/20/2025
/s/ Tomas Kiselak 06/20/2025
/s/ Peter Harwin 06/20/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What stock options were granted to APGE directors in June 2025?

Two APGE directors, Peter Harwin and Tomas Kiselak, each received stock options to purchase 14,461 shares at an exercise price of $41.66 per share on June 17, 2025. These options will vest on the one-year anniversary of the grant date and expire on June 17, 2035.

What is the vesting schedule for APGE's director stock options granted in June 2025?

The stock options granted to APGE directors will vest in full on the one-year anniversary of the grant date (June 17, 2026), subject to the director's continued service to the company on the vesting date.

What is the relationship between Fairmount Funds Management LLC and APGE's directors?

Fairmount Funds Management LLC is deemed a director by deputization of APGE because Peter Harwin and Tomas Kiselak serve both as Managing Members of Fairmount and on APGE's board of directors. Both directors hold their options for Fairmount Funds and must turn over any net cash or stock received to Fairmount.

What is the exercise price and expiration date of APGE's June 2025 director stock options?

The stock options granted to APGE directors have an exercise price of $41.66 per share and expire on June 17, 2035, ten years from the grant date.