8-K ยทFiled Sep 3, 2026

APGE

Apogee Therapeutics, Inc.
BULLISH
Impact 8/10
Horizonimmediate Processed29d 6h ago SEC0001140361-26-035537
8-K material event: Items 1.02, 2.01, 5.01
Actionable Insight โ–ฒ Bullish

The merger is complete and the stock will be delisted. Traders holding APGE shares should have already tendered them for the $135.11 cash consideration. Any remaining shares will be converted to the right to receive the merger consideration. There is no further trading opportunity in APGE common stock.

DirectionBullish
Confidencehigh
Horizonimmediate

Price Chart

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Executive Summary

Apogee Therapeutics has been acquired by AbbVie in a completed all-cash merger valued at approximately $10.9 billion. Shareholders received $135.11 per share in cash, and the company's stock will be delisted from Nasdaq effective September 4, 2026. This 8-K confirms the consummation of the previously announced merger, resulting in a change of control and the termination of all pre-merger equity plans.

Key Facts

  • Merger completed on September 3, 2026, with Apogee becoming an indirect wholly owned subsidiary of AbbVie.
  • Shareholders received $135.11 per share in cash, valuing the total equity of the transaction at approximately $10.9 billion.
  • All outstanding stock options, RSUs, and restricted stock awards were cashed out or converted at the merger consideration.
  • All pre-merger directors and executive officers resigned; new directors from Merger Sub were appointed.
  • Company common stock will be suspended from trading on Nasdaq on September 4, 2026, with plans to deregister under the Exchange Act.
  • The company's 2023 Equity Incentive Plan and 2023 Employee Stock Purchase Plan were terminated.
  • Aggregate parachute payment gross-up for named executive officers is capped at $12,500,000.

Financial Impact

Total equity value of $10.9 billion; shareholders received $135.11 per share in cash.

stock pricemarket capdilution

Risk Factors

  • No further trading liquidity as the stock is being delisted.
  • Appraisal rights may be pursued by shareholders who did not vote in favor and properly demanded appraisal.
  • Potential for post-closing adjustments or litigation related to the merger consideration.

Market Snapshot

Exchange
Nasdaq
Sector
Biological Products, (No Diagnostic Substances)
Analyst Consensus
29% bullish (21 analysts)

Investment Themes

Biotech & Drug Discovery

Documents Analyzed

This report is based on 7 SEC documents filed with EDGAR.

DocumentAccession Number
8-K Filing (Primary)0001140361-26-035537
Document: ef20081397_8k.htm0001140361-26-035537
Document: ef20081397_ex10-1.htm0001140361-26-035537
Document: ef20081397_ex3-1.htm0001140361-26-035537
Document: 0001140361-26-035537-index-headers.html0001140361-26-035537
Document: 0001140361-26-035537-index.html0001140361-26-035537
Document: 0001140361-26-035537.txt0001140361-26-035537
31 reports for APGE
Performance horizon
93% Hit rate 14 of 15 directional calls best @ T+60โ–ฒ +73.31%May 27, 2026
Filters
Rows
Reports for APGE โ€” sortable, filterable
TypeNow
Sep 14, 2026
18d ago
15-12G
NEUTRAL โ˜… 4/10
โ€”awaiting T+5โ€”โ€”
Sep 3, 2026
29d ago
25-NSE
BULLISH โ˜… 8/10
$135.06 awaiting T+5awaiting T+5โ€”โ€”
Sep 3, 2026
29d ago
8-K
BULLISH โ˜… 8/10
$135.06 awaiting T+5awaiting T+5โ€”โ€”
Aug 11, 2026
7w ago
8-K
BULLISH โ˜… 7/10
$134.55 $134.71โ–ฒ +0.12%โ–ฒ +0.56%โ€”
Aug 10, 2026
7w ago
8-K
BULLISH โ˜… 8/10
$134.65 $134.59โ–ผ โˆ’0.04%โ–ฒ +0.00%โ€”
Aug 10, 2026
7w ago
Press Release
BULLISH โ˜… 8/10
$134.65 $134.59โ–ผ โˆ’0.04%โ–ฒ +0.00%โ€”
Aug 6, 2026
8w ago
Institutional Cluster
MIXED โ˜… 5/10
$134.49 $134.45โ–ผ โˆ’0.03%โ–ผ โˆ’1.24%โ€”
Aug 3, 2026
8w ago
DEFA14A
BULLISH โ˜… 5/10
$134.19 $134.69โ–ฒ +0.37%โ–ฒ +0.47%โ€”
Jul 11, 2026
11w ago
Insider Cluster
NEUTRAL โ˜… 2/10
$133.82 $134.00โ–ฒ +0.13%โ–ฒ +0.92%โ€”
Jun 26, 2026
13w ago
DEFA14A
BULLISH โ˜… 6/10
$132.61 $133.50โ–ฒ +0.67%โ–ผ โˆ’0.72%โ€”
Showing 10 of 31

US Market Status

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