SEC Form 4 · accession 0001209191-17-025575
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
Apr 3, 2017
Accepted (ET)
Apr 5, 2017 · 4:05 pm EDT
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 | Apr 3, 2017 | M | 2,146 | $9.05 | A | 17,880 | D | |
| Common stockF4,F2 | Apr 3, 2017 | S | 2,146 | $58.03 | D | 15,734 | D | |
| Common stockF5 | holding | — | — | — | 31,000 | I | See footnote |
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)F6 | $9.05 | Apr 3, 2017 | M | 2,146 | D | — | Apr 29, 2023 | Common stock | 2,146 | 46,011 | D |
Explanation of responses
- F1This exercise was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F2Includes 264 shares purchased through the Company's employee stock purchase plan.
- F3This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F4The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $57.18 to $58.89. The reporting person undertakes, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
- F5Shares held by a spousal lifetime access trust, of which the reporting person's wife is trustee.
- 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 the remaining 50% of 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 this option as to 34,091 shares. On January 26, 2017, the Company's board of directors determined that the second performance milestone was achieved, resulting in the vesting of this option as to the remaining 34,090 shares.