X0609 4 2026-09-03 true 0001974640 Apogee Therapeutics, Inc. APGE 0001698082 Shah Nimish P false C/O APOGEE THERAPEUTICS, INC. 1 LETTERMAN DRIVE, BUILDING B SAN FRANCISCO CA 94129 true false Common Stock 2026-09-03 4 D 0 1750000 135.11 D 0 I See footnote Non-Voting Common Stock 0 2026-09-03 4 D 0 6743321 135.11 D Common Stock 6743321 0 I See footnote Stock Option (Right to Buy) 17 2026-09-03 4 D 0 47758 D 2033-07-13 Common Stock 47758 0 D Stock Option (Right to Buy) 43.85 2026-09-03 4 D 0 10370 D 2034-06-05 Common Stock 10370 0 D Stock Option (Right to Buy) 41.66 2026-09-03 4 D 0 14461 D 2035-06-17 Common Stock 14461 0 D Stock Option (Right to Buy) 85 2026-09-03 4 D 0 7657 D 2036-06-09 Common Stock 7657 0 D Pre-Funded Warrants (Right to Buy) 2026-09-03 4 D 0 365853 D Common Stock 365853 0 I See footnote The reported securities, which were disposed of in connection with the acquisition of the Issuer by AbbVie Inc. (the "Merger"), represent (i) 460,075 shares of the Issuer's common stock ("Common Stock") held by Venrock Healthcare Capital Partners III, L.P. ("VHCP III"), (ii) 46,025 shares held by VHCP Co-Investment Holdings III, LLC ("VHCP Co-III") and (iii) 1,243,900 shares held by Venrock Healthcare Capital Partners EG, L.P. ("VHCP EG"). VHCP Management III, LLC ("VHCPM III") is the sole general partner of VHCP III and the sole manager of VHCP Co-III. VHCP Management EG, LLC ("VHCPM EG") is the sole general partner of VHCP EG. Dr. Bong Koh and Nimish Shah are the voting members of VHCPM III and VHCPM EG. Dr. Koh, Mr. Shah, VHCPM III and VHCPM EG disclaim beneficial ownership over all shares held by VHCP III, VHCP Co-III, and VHCP EG, except to the extent of their respective indirect pecuniary interests therein. The Non-Voting Common Stock was convertible at any time and had no expiration date. The reported securities, which were disposed of in connection with the Merger, represent (i) 2,495,319 shares of Non-Voting Common Stock held directly by VHCP III, (ii) 249,522 shares of Non-Voting Common Stock held directly by VHCP Co-III and (iii) 3,998,480 shares of Non-Voting Common Stock held directly by VHCP EG. The reported options were vested as of the date of the Merger or became fully vested in connection with the Merger. Each reported option and warrant was disposed of in connection with the Merger in exchange for a cash payment equal to the excess of $135.11 (the per share merger consideration) over the exercise price of such option or warrant. Under an agreement between the Reporting Person and Venrock Management, LLC (the "Management Company"), the Reporting Person is deemed to hold the reported option and the shares underlying the option for the sole benefit of the Management Company. The Reporting Person disclaims beneficial ownership of the reported shares except to the extent of his pecuniary interest therein. The exercise price of each reported warrant is $0.00001 per share. The reported warrants had no expiration date and were exercisable immediately upon grant. The reported warrants are held directly by Venrock Opportunities Fund, L.P. ("VOF"). Venrock Opportunities Management, LLC ("VO Management") is the general partner of VOF. The Reporting Person is a voting member of VO Management and expressly disclaims beneficial ownership over all shares held by VOF except to the extent of his indirect pecuniary interests therein. /s/ Matthew Batters, as attorney-in-fact for Nimish Shah 2026-09-03