0001104659-23-080873.txt : 20230713 0001104659-23-080873.hdr.sgml : 20230713 20230713184208 ACCESSION NUMBER: 0001104659-23-080873 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230713 FILED AS OF DATE: 20230713 DATE AS OF CHANGE: 20230713 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HENDERSON MICHAEL THOMAS CENTRAL INDEX KEY: 0001779990 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41740 FILM NUMBER: 231087671 MAIL ADDRESS: STREET 1: 421 KIPLING STREET CITY: PALO ALTO STATE: CA ZIP: 94301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Apogee Therapeutics, Inc. CENTRAL INDEX KEY: 0001974640 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 880588063 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 221 CRESCENT ST. STREET 2: BUILDING 17, SUITE 102B CITY: WALTHAM STATE: MA ZIP: 02453 BUSINESS PHONE: 650-394-5230 MAIL ADDRESS: STREET 1: 221 CRESCENT ST. STREET 2: BUILDING 17, SUITE 102B CITY: WALTHAM STATE: MA ZIP: 02453 FORMER COMPANY: FORMER CONFORMED NAME: Apogee Therapeutics, LLC DATE OF NAME CHANGE: 20230420 3 1 tm2321017-5_3seq1.xml OWNERSHIP DOCUMENT X0206 3 2023-07-13 0 0001974640 Apogee Therapeutics, Inc. APGE 0001779990 HENDERSON MICHAEL THOMAS C/O APOGEE THERAPEUTICS, INC. 221 CRESCENT ST., BLDG. 17, STE. 102B WALTHAM MA 02453 1 1 0 0 Chief Executive Officer Common Stock 1404304 D Includes (i) 809,444 shares of restricted common stock, which vest in 34 equal monthly installments through May 2, 2026, and (ii) 261,559 shares of restricted common stock, one quarter of which will vest on December 14, 2023, with the remaining three quarters vesting in equal monthly installments over the following three years, in each case subject to the Reporting Person's continued service to the Issuer. Exhibit 24 - Power of Attorney /s/ Jane Pritchett Henderson, as attorney-in-fact for Michael Henderson 2023-07-13 EX-24 2 tm2321017d5_ex24.htm EXHIBIT 24

Exhibit 24

POWER OF ATTORNEY

Know all by these presents that the undersigned hereby constitutes and appoints each of Jane Pritchett Henderson, Ryan A. Murr and Melanie Neary, and any of their substitutes, signing singly, as the undersigned’s true and lawful attorney-in-fact to:

1.	execute for and on behalf of the undersigned, in the undersigned’s capacity as a director and/or officer of Apogee Therapeutics, Inc. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission and any securities exchange or similar authority; and

take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned also ratifies hereby any action previously taken by each such attorney-in-fact that would have been authorized by this Power of Attorney if it had been in effect at the time such action was taken. The undersigned acknowledges that each attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.

This Power of Attorney shall remain in full force and effect until the earliest of: (a) the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, (b) revocation by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact, or (c) as to any attorney-in-fact, individually, until such attorney-in-fact is no longer employed by the Company or its subsidiaries or Gibson, Dunn & Crutcher LLP, as applicable.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of June 27, 2023.


	/s/ Michael Henderson, M.D.
	Michael Henderson, M.D.