Fairmount Funds Management LLC - Jan 29, 2024 Form 4 Insider Report for Apogee Therapeutics, Inc. (APGE)

Role
Director
Signature
/s/ Tomas Kiselak, Managing Member of Fairmount Funds Management LLC
Stock symbol
APGE
Transactions as of
Jan 29, 2024
Transactions value $
$0
Form type
4
Date filed
1/31/2024, 04:31 PM
Previous filing
Jan 24, 2024
Next filing
Feb 16, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction APGE Common Stock Other $0 -893K -100% $0.00* 0 Jan 29, 2024 By Fairmount Healthcare Co-Invest II LP F1, F2
transaction APGE Common Stock Other $0 +51.2K $0.00 51.2K Jan 29, 2024 By Tomas Kiselak F1
transaction APGE Common Stock Other $0 +51.2K $0.00 51.2K Jan 29, 2024 By Peter Harwin F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 Represents a pro rata distribution, and not a purchase or sale, without additional consideration by Fairmount Healthcare Co-Invest II LP ("Co-Invest") to its limited partners pursuant to a Rule 10b5-1 trading plan adopted by Co-Invest on September 29, 2023.
F2 Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund L.P. ("Fund I"), Fairmount Healthcare Fund II L.P. ("Fund II") and Co-Invest. The general partner of Fairmount is Fairmount Funds Management GP LLC ("Fairmount GP"), of which Peter Harwin and Tomas Kiselak are the managing members. Fairmount, Fairmount GP, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

Remarks:

Fairmount, Fund I, Fund II and Co-Invest may each be deemed a director by deputization of the Issuer by virtue of the fact that each of Peter Harwin and Tomas Kiselak serve on the board of directors of the Issuer and are also each a Managing Member of Fairmount.