SEC Form 4 · accession 0001209191-16-150568
AGIOS PHARMACEUTICALS, INC. · AGIO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott Biller
Officer — Chief Scientific Officer
Period of report
Nov 14, 2016
Accepted (ET)
Nov 16, 2016 · 4:52 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001439222
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stockF2 | Nov 14, 2016 | S | 5,000 | $65.00 | D | 6,000 | I | See footnote |
| Common stock | Nov 14, 2016 | M | 6,889 | $0.4675 | A | 55,159 | D | |
| Common stock | Nov 14, 2016 | M | 14,091 | $9.05 | A | 69,250 | D | |
| Common stock | Nov 14, 2016 | M | 6,520 | $31.64 | A | 75,770 | D | |
| Common stock | Nov 14, 2016 | S | 27,500 | $65.00 | D | 48,270 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock option (right to buy)F5 | $0.4675 | Nov 14, 2016 | M | 6,889 | D | — | Dec 6, 2020 | Common stock | 6,889 | 5,474 | D |
| Stock option (right to buy)F6 | $9.05 | Nov 14, 2016 | M | 14,091 | D | — | Apr 30, 2023 | Common stock | 14,091 | 20,000 | D |
| Stock option (right to buy)F7 | $31.64 | Nov 14, 2016 | M | 6,520 | D | — | Mar 4, 2024 | Common stock | 6,520 | 35,286 | D |
Explanation of responses
- F1This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person's spouse.
- F2Shares held by a spousal lifetime access trust, of which the reporting person's wife is trustee.
- F3This exercise was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F4This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F5This option was granted on December 7, 2010. The shares underlying this option vested as to 25% of the shares upon the achievement of a performance milestone, and as to the remaining 75% in 36 equal monthly installments thereafter. The performance criteria was met on June 23, 2015.
- F6This option was originally granted on April 30, 2013 for the purchase of 68,181 shares of common stock. The option vests as to 50% of the underlying shares upon the achievement of a performance milestone, and as to an additional 50% upon the achievement of a second performance milestone. The Company's board of directors determined that the first performance milestone was achieved on December 3, 2015, resulting in the vesting of the option as to 34,091 shares. The second performance milestone has not yet been met.
- F7This option was granted on March 5, 2014. The shares underlying this option vest as to 25% of the shares on March 5, 2015, with the remaining 75% vesting in 36 equal monthly installments thereafter.