Form 4: Apogee Therapeutics Director Andrew Gottesdiener Granted Stock Options

Apogee Therapeutics, Inc. Director Andrew Gottesdiener was granted 14,461 stock options with an exercise price of $41.66, vesting on the one-year anniversary of the grant date.

Summary

• Andrew Gottesdiener, a Director and 10% Owner of Apogee Therapeutics, Inc. (APGE), was granted stock options.
• The grant consists of 14,461 options to purchase shares of the Issuer's common stock.
• The exercise price for these options is $41.66 per share.
• The options were granted on June 17, 2025, and will vest on the one-year anniversary of this grant date, contingent upon Mr. Gottesdiener's continued service to the Issuer.
• The options have an expiration date of June 17, 2035.
• Mr. Gottesdiener holds these options for the sole benefit of VR Management, LLC (the "Management Company") and must exercise them only upon the Management Company's direction.
• VR Management, LLC may be deemed the indirect beneficial owner of the underlying shares, and Mr. Gottesdiener is deemed an indirect beneficial owner through his interest in the Management Company, disclaiming beneficial ownership except to the extent of his pecuniary interest.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as it represents a routine compensation grant that aligns the director's interests with the company's long-term performance, despite the indirect ownership structure.

Positives

• The grant of stock options aligns the director's interests with the long-term performance of Apogee Therapeutics, Inc., subject to the vesting conditions.

Negatives

• The indirect beneficial ownership structure through VR Management, LLC, where the director holds the options for the Management Company's sole benefit, may reduce the perception of direct personal alignment for some investors, as the director disclaims beneficial ownership except for his pecuniary interest.

Risks

• The options are subject to a one-year vesting period, contingent on the reporting person's continued service to the Issuer, meaning the options could be forfeited if service ceases.
• The arrangement with VR Management, LLC introduces a layer of indirect ownership and control over the options, which could be perceived as a slight complexity in governance.

Future Outlook

The stock options are set to vest on the one-year anniversary of the grant date, contingent on the director's continued service, indicating a future milestone for the compensation.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically the grant of stock options as part of director compensation. Such grants are common practice across various industries, including biotechnology, to incentivize long-term commitment and align interests with shareholders.

Corporate Governance

Related Party Transactions

• The arrangement where Andrew Gottesdiener holds the stock options for the sole benefit of VR Management, LLC, and must exercise them upon the Management Company's direction, constitutes a related party transaction given his interest in the Management Company.

Stakeholder Impact

• Shareholders: Potential future dilution if options are exercised, but also potential for increased alignment of director's interests with long-term company performance.
• Employees (specifically Andrew Gottesdiener): Receives equity compensation tied to continued service and company performance.

Next Steps

• The stock options are scheduled to vest on the one-year anniversary of the grant date (June 17, 2026), provided the reporting person continues their service to the Issuer.

Key Dates

Keywords

Apogee Therapeutics, APGE, Stock Option, Director Compensation, SEC Form 4, Insider Transaction, Beneficial Ownership, Equity Grant