Fairmount Funds Management LLC - 22 Jan 2026 Form 4 Insider Report for Apogee Therapeutics, Inc. (APGE)

Role: Director
Signature: /s/ Tomas Kiselak, Managing Member of Fairmount Funds Management LLC
Issuer symbol: APGE
Transactions as of: 22 Jan 2026
Net transactions value: -$133,525,000
Form type: 4
Filing time: 22 Jan 2026, 20:07:15 UTC
Previous filing: 08 Dec 2025
Next filing: 12 Feb 2026
SEC: View on sec.gov

Reporting Owners (4)

Name	Relationship	Address	Signature	Signature date	CIK
Fairmount Funds Management LLC	Director	200 BARR HARBOR DRIVE, SUITE 400, WEST CONSHOHOCKEN	/s/ Tomas Kiselak, Managing Member of Fairmount Funds Management LLC	22 Jan 2026	0001802528
Fairmount Healthcare Fund II L.P.	Director	200 BARR HARBOR DRIVE, SUITE 400, WEST CONSHOHOCKEN	/s/ Tomas Kiselak, Managing Member of Fairmount Healthcare Fund II LP	22 Jan 2026	0001769651
Kiselak Tomas	Director	200 BARR HARBOR DRIVE, SUITE 400, WEST CONSHOHOCKEN	/s/ Tomas Kiselak	22 Jan 2026	0001830177
Harwin Peter Evan	Director	200 BARR HARBOR DRIVE, SUITE 400, WEST CONSHOHOCKEN	/s/ Peter Harwin	22 Jan 2026	0001663607

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	APGE	Common Stock	Sale	$133,525,000	-1,750,000	-85%	$76.30	298,647	22 Jan 2026	By Fairmount Healthcare Fund II LP	F1
holding	APGE	Common Stock						51,166	22 Jan 2026	By Tomas Kiselak
holding	APGE	Common Stock						51,166	22 Jan 2026	By Peter Harwin

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	APGE	Non-Voting Common Stock						6,743,321	22 Jan 2026	Common Stock	6,743,321		By Fairmount Healthcare Fund II LP	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.
F2	The shares of non-voting common stock have no expiration date and are convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may be changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not exceed 19.99%.

Content

Fairmount Funds Management LLC ("Fairmount") is the investment manager for Fairmount Healthcare Fund II L.P. The managers of Fairmount are Peter Harwin and Tomas Kiselak. Fairmount, Mr. Harwin, and Mr. Kiselak disclaim beneficial ownership of any of the reported securities, except to the extent of their pecuniary interest therein.

The shares of non-voting common stock have no expiration date and are convertible in accordance with the terms of the Issuer's Amended and Restated Certificate of Incorporation at any time at the option of the holder into shares of common stock of the Issuer on a 1-for-1 basis without consideration to the extent that after giving effect to such conversion the holders thereof, together with their affiliates and any members of a Section 13(d) group with such holders, would beneficially own, for purposes of Rule 13d-3 under the Securities Act of 1934, as amended, no more than 9.99% of the outstanding shares of common stock immediately prior to and following such conversion, which percentage may be changed at a holder's election upon 61 days' notice to the Issuer, provided that the percentage may not exceed 19.99%.

Remarks:

Fairmount and Fairmount Healthcare Fund II LP 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.