Apogee Therapeutics, Inc. 8-K

What Happened

• Apogee Therapeutics, Inc. announced on June 22, 2026 (filing date) that it entered into two agreements with Paragon Therapeutics, Inc. dated June 17, 2026: an IL-31R Antibody Discovery Agreement and a contemporaneous IL-31R License Agreement. Under the discovery agreement, Paragon will generate and characterize monospecific antibody candidates directed to the interleukin‑31 receptor (IL‑31R). Under the license, Paragon granted Apogee an exclusive, worldwide, royalty‑bearing, sublicensable license to antibody information and patent rights for antibodies discovered under the discovery program directed to IL‑31R.

Key Details

• Agreements dated June 17, 2026; 8‑K filed June 22, 2026.
• Discovery payments: Apogee will reimburse qualifying third‑party costs, pay a monthly research fee, and may owe additional CMC fees of $1.3 million to $2.0 million if Paragon performs optional CMC activities.
• License payments: Up to $23.25 million in milestone payments for the first product (including $5.25 million upon first human dosing in Phase I) plus low‑single‑digit royalties on net sales; royalties run product‑by‑product and country‑by‑country for the later of 12 years after first sale or patent expiry.
• Rights and termination: Paragon retains non‑exclusive rights to develop multispecific antibodies and Apogee has a right of first negotiation on those; Apogee can terminate the discovery agreement with 30 days’ notice and the license with 60 days’ notice; either party may terminate for material breach or insolvency (with specified cure periods).

Why It Matters

• These deals give Apogee exclusive rights to develop and commercialize monospecific IL‑31R antibodies discovered under the program, while setting clear cost, milestone and royalty obligations that could affect future cash outflows and potential product economics. The milestone and royalty structure (notably the $5.25M Phase I dosing payment and up to $23.25M total milestones for the first product) and optional CMC fees define near‑ and mid‑term cash commitments. Paragon’s retained non‑exclusive multispecific rights and Apogee’s right of first negotiation could influence future competitive positioning for multispecific IL‑31R approaches.