AGEN Files 8-K Furnishing Q2 2025 Results Press Release (Exhibit 99.1)

Rhea-AI Filing Summary

Agenus Inc. announced its financial results for the quarter ended June 30, 2025 and furnished a related press release as Exhibit 99.1 to this current report. The 8-K notes the press release is being furnished with the report rather than being filed.

The filing explicitly states the information furnished is not intended to be "filed" for purposes of Section 18 of the Exchange Act and will not be incorporated by reference into other filings except by specific reference. The 8-K itself does not include financial tables or detailed results within the filing text.

Investors should consult the furnished press release (Exhibit 99.1) for the company’s reported metrics; the 8-K serves to disclose the existence of that press release and the company’s disclosure status.

Positive

• Press release furnished as Exhibit 99.1 discloses that the company announced its quarter results
• Legal clarity provided: the filing explicitly states the information is furnished and not filed, clarifying disclosure status

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine earnings announcement furnished; this 8-K contains no financial figures, limiting assessment from the filing alone.

The filing notifies the market that Agenus issued a press release reporting results for the quarter ended June 30, 2025 and furnished that release as Exhibit 99.1. The 8-K does not include numerical results or financial statements, so the filing itself provides no new quantitative data to update valuations or models. Impact depends entirely on the content of the press release; absent those figures, the 8-K is a formal disclosure of the release rather than a source of substantive financial information.

Corporate Governance Expert

TL;DR: Disclosure practice is standard: the company furnished — not filed — the press release and clarified legal effect.

The 8-K specifies the press release is "furnished" and not "filed," which is a routine legal distinction preserving certain liability limitations under the Exchange Act. This wording is explicit in the document and signals adherence to standard SEC disclosure protocols. From a governance perspective, the company has followed procedural requirements for timely public disclosure; the filing contains no additional governance actions, material agreements, or officer changes.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 11, 2025

AGENUS INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware			000-29089	06-1562417
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
3 Forbes Road
Lexington, Massachusetts				02421
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 781 674-4400

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value per share		AGEN		The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 11, 2025, Agenus Inc. announced its financial results for the quarter ended June 30, 2025. In connection with the announcement, the Company issued a press release, which is being furnished as Exhibit 99.1 to this current report on Form 8-K.

The information set forth under Item 2.02 and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed

“filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor

shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific

reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibit

The following exhibit is furnished herewith:

99.1 Press Release dated August 11, 2025

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:	August 11, 2025	By:	/s/ Christine M. Klaskin
			Christine M. Klaskin, VP, Finance

FAQ

What did Agenus (AGEN) disclose in this 8-K?

The company announced its financial results for the quarter ended June 30, 2025 and furnished a press release as Exhibit 99.1 to the current report.

Is the press release in the 8-K considered filed with the SEC?

No. The 8-K states the information is furnished, not filed, and therefore is not subject to Section 18 liability or automatically incorporated by reference into other filings except by specific reference.

Does this 8-K include financial statements or earnings figures?

No. The filing references the press release (Exhibit 99.1) but does not include financial tables or detailed numeric results within the 8-K itself.

Where can I find the actual financial results referenced by this filing?

The detailed results are contained in the press release that was furnished as Exhibit 99.1 to the 8-K; consult that exhibit for metrics and commentary.

When was the report dated?

The document lists the date of the report (date of earliest event reported) as August 11, 2025.