Apogee Therapeutics (APGE) CEO sells shares via Rule 10b5-1 plan

Rhea-AI Filing Summary

Apogee Therapeutics, Inc. Chief Executive Officer and director Michael Thomas Henderson reported open‑market sales of the company’s common stock. On January 14, 2026, he sold shares in multiple transactions at weighted average prices ranging from about $78.16 to $83.84 per share, under a pre‑arranged Rule 10b5-1 trading plan adopted on August 13, 2025. Following these sales, he reported beneficial ownership of 1,192,987 shares of Apogee common stock held directly.

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
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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)
01/14/2026

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	01/14/2026		S(1)		1,440	D	$78.64(2)	1,211,547	D
Common Stock	01/14/2026		S(1)		8,476	D	$79.82(3)	1,203,071	D
Common Stock	01/14/2026		S(1)		2,374	D	$81(4)	1,200,697	D
Common Stock	01/14/2026		S(1)		1,854	D	$82.41(5)	1,198,843	D
Common Stock	01/14/2026		S(1)		5,386	D	$83.16(6)	1,193,457	D
Common Stock	01/14/2026		S(1)		470	D	$83.79(7)	1,192,987	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 $78.16 to $79.10, 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 $79.28 to $80.02, 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 $80.69 to $81.55, 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.

5. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $81.70 to $82.69, 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.

6. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $82.71 to $83.68, 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.

7. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $83.73 to $83.84, 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	01/16/2026
	** 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).
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FAQ

What insider activity did Apogee Therapeutics (APGE) report in this Form 4?

The filing reports that Chief Executive Officer and director Michael Thomas Henderson sold shares of Apogee Therapeutics, Inc. common stock in multiple open‑market transactions on January 14, 2026.

How many Apogee Therapeutics shares does Michael Henderson own after the reported sales?

After the reported transactions, Michael Henderson beneficially owned 1,192,987 shares of Apogee Therapeutics common stock, held in direct ownership.

At what prices were the Apogee Therapeutics shares sold in this insider transaction?

The sales were executed at weighted average prices, with underlying trade prices ranging from approximately $78.16 to $83.84 per share, as detailed in the footnotes.

Were Michael Henderson’s Apogee Therapeutics share sales under a Rule 10b5-1 plan?

Yes. A footnote states the transactions were executed under a Rule 10b5-1 trading plan adopted on August 13, 2025, which pre‑sets trading instructions.

Is Michael Henderson’s ownership in Apogee Therapeutics direct or through an entity?

The Form 4 reports his post‑transaction holdings of 1,192,987 shares as held with direct (D) ownership, with no indirect ownership entity noted.

What role does Michael Henderson hold at Apogee Therapeutics (APGE)?

Michael Thomas Henderson is identified in the filing as both a Director and the Chief Executive Officer of Apogee Therapeutics, Inc.