Apogee Acquisition Corp: restates Q2 2026 10-Q; director and COO resign

What happened

• The company reported it "has identified certain errors" in its unaudited condensed financial statements and other financial data in the Quarterly Report on Form 10-Q for the period ended Jun 30, 2026, filed Aug 20, 2026. On Oct 14, 2026, the audit committee concluded those previously issued unaudited condensed financial statements and other financial data "should be restated and should no longer be relied upon," and the company restated the Q2 10-Q in Amendment No. 1 filed Oct 16, 2026.
• The company also reported director and officer changes: Anna Brunelle resigned from the board and its audit and compensation committees, effective Oct 13, 2026; Christopher Valentine was appointed to serve on the audit committee, effective Oct 14, 2026; and Tom Watson resigned as chief operating officer, effective Oct 14, 2026.

Key details

• Errors related to the portion of proceeds from the sale of private placement units contributed to the trust account (Note 4), the number of private placement units (Note 4), outstanding Class A ordinary shares subject to possible redemption (Note 7) and warrants (Note 8).
• The audit committee reached its conclusion on Oct 14, 2026; the company filed Amendment No. 1 to the Q2 10-Q on Oct 16, 2026.
• Director/officer timing: Brunelle resigned Oct 13, 2026; Valentine joined the audit committee and Watson resigned as COO on Oct 14, 2026.

Why it may matter

• The filing reports Item 4.02 (non-reliance on previously issued financial statements) concerning a restatement of the Q2 2026 Form 10-Q and Item 5.02 (departure of directors or certain officers; election of directors) concerning the board and officer changes described above. The filing does not show why the insider traded or why the company acted.