SEC Form 4 · accession 0001209191-18-008108

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

Feb 5, 2018

Accepted (ET)

Feb 7, 2018 · 4:05 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
Common stock	Feb 5, 2018	M	64	$0.4675	A	53,123	D
Common stock	Feb 5, 2018	M	2,936	$9.05	A	56,059	D
Common stock^F3	Feb 5, 2018	S	799	$74.89	D	55,260	D
Common stock^F4	Feb 5, 2018	S	1,100	$75.70	D	54,160	D
Common stock^F5	Feb 5, 2018	S	701	$76.76	D	53,459	D
Common stock^F6	Feb 5, 2018	S	400	$78.03	D	53,059	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock options (right to buy)^F7	$0.4675	Feb 5, 2018	M	64	D	—	Dec 6, 2020	Common stock	64	1,803	D
Stock options (right to buy)^F8	$9.05	Feb 5, 2018	M	2,936	D	—	Apr 30, 2023	Common stock	2,936	31,154	D

Explanation of responses

F1This exercise was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
F2This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
F3The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $74.16 to $75.06. 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.
F4The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $75.31 to $76.26. 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.
F5The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $76.44 to $77.20. 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.
F6The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $77.63 to $78.45. 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.
F7This 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.
F8This 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.