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Agenus (NASDAQ: AGEN) director Armen receives 3,403 fully vested shares as salary

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

ARMEN GARO H reported acquisition or exercise transactions in this Form 4 filing.

Agenus Inc. director and officer Dr. Garo H. Armen received 3,403 shares of Common Stock as compensation for his salary for the pay period ending April 17, 2026. His salary is being paid in stock, in lieu of cash, under the Amended and Restated Agenus Inc. 2019 Equity Incentive plan, and these shares are fully vested on the date of issuance.

The shares were valued at $4.79 per share, the closing price of Agenus Common Stock on April 17, 2026. After this grant, Dr. Armen directly holds 342,550 shares, and he also has indirect holdings through IRA accounts and trusts/partnerships, where he has varying degrees of investment authority and pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider ARMEN GARO H
Role See Remarks
Type Security Shares Price Value
Grant/Award Common Stock 3,403 $4.79 $16K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 342,550 shares (Direct, null); Common Stock — 31,298 shares (Indirect, See Footnote)
Footnotes (1)
  1. At his request and with the approval of the Agenus Inc. Compensation Committee, Garo H. Armen's salary is being paid in stock, in lieu of cash. The amount reported herein represents the net amount of Dr. Armen's salary for the pay period ending April 17, 2026. Such shares are issued in accordance with the Amended and Restated Agenus Inc. 2019 Equity Incentive are fully vested on the date of issuance. $4.79 is the closing price of our Common Stock on April 17, 2026, the last trading day for the payroll date for the pay period ending April 17, 2026. Shares are held in Dr. Armen's IRA accounts. Dr. Armen is trustee and has investment authority for the Garo Armen 2020 2 Year AG GRAT holder of 23,950 shares of our Common Stock. Dr. Armen is a general partner in Pixie Partners, a General Partnership ("Pixie"), which as of the date of this report owns 5,000 shares of our Common Stock. Dr. Armen has a pecuniary interest in only a portion of the shares held by Pixie and disclaims beneficial ownership to the extent of his pecuniary interest therein.
Stock salary grant 3,403 shares Net salary for pay period ending April 17, 2026
Grant valuation price $4.79 per share Closing price on April 17, 2026
Direct holdings after grant 342,550 shares Common Stock directly held by Dr. Armen after transaction
IRA indirect holdings 28,950 shares Common Stock held in Dr. Armen’s IRA accounts
GRAT and Pixie indirect holdings 31,298 shares Common Stock held via GRAT and Pixie entities
2019 Equity Incentive financial
"Such shares are issued in accordance with the Amended and Restated Agenus Inc. 2019 Equity Incentive"
IRA accounts financial
"Shares are held in Dr. Armen's IRA accounts."
GRAT financial
"Garo Armen 2020 2 Year AG GRAT holder of 23,950 shares of our Common Stock."
pecuniary interest financial
"Dr. Armen has a pecuniary interest in only a portion of the shares held by Pixie"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
ARMEN GARO H
(Last)(First)(Middle)
C/O AGENUS INC.
3 FORBES ROAD
(Street)
LEXINGTON MASSACHUSETTS 02421
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
AGENUS INC [ AGEN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/17/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock(1)04/17/2026A3,403A$4.79(2)342,550D
Common Stock31,298ISee Footnote(3)
Common Stock28,950ISee Footnote(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. At his request and with the approval of the Agenus Inc. Compensation Committee, Garo H. Armen's salary is being paid in stock, in lieu of cash. The amount reported herein represents the net amount of Dr. Armen's salary for the pay period ending April 17, 2026. Such shares are issued in accordance with the Amended and Restated Agenus Inc. 2019 Equity Incentive are fully vested on the date of issuance.
2. $4.79 is the closing price of our Common Stock on April 17, 2026, the last trading day for the payroll date for the pay period ending April 17, 2026.
3. Shares are held in Dr. Armen's IRA accounts.
4. Dr. Armen is trustee and has investment authority for the Garo Armen 2020 2 Year AG GRAT holder of 23,950 shares of our Common Stock. Dr. Armen is a general partner in Pixie Partners, a General Partnership ("Pixie"), which as of the date of this report owns 5,000 shares of our Common Stock. Dr. Armen has a pecuniary interest in only a portion of the shares held by Pixie and disclaims beneficial ownership to the extent of his pecuniary interest therein.
Remarks:
Chairman, Chief Executive Officer and Principal Financial Officer
/s/ Austin Charette, as Attorney-in-Fact for Garo H. Armen04/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Dr. Garo H. Armen report in this Agenus (AGEN) Form 4?

Dr. Garo H. Armen reported receiving 3,403 shares of Agenus Common Stock as salary paid in stock instead of cash. The grant covers the pay period ending April 17, 2026 and is fully vested on issuance under the company’s 2019 Equity Incentive plan.

How many Agenus (AGEN) shares did Dr. Armen receive as compensation?

He received 3,403 shares of Agenus Common Stock as a stock-based salary payment. This amount represents his net salary for the pay period ending April 17, 2026, issued under the Amended and Restated Agenus Inc. 2019 Equity Incentive plan and fully vested at grant.

At what price were Dr. Armen’s Agenus (AGEN) compensation shares valued?

The 3,403 compensation shares were valued at $4.79 per share, equal to Agenus’s closing Common Stock price on April 17, 2026. That date was the last trading day for the payroll date covering the pay period ending April 17, 2026.

How many Agenus (AGEN) shares does Dr. Armen hold after this Form 4 grant?

Following the 3,403-share grant, Dr. Armen directly holds 342,550 shares of Agenus Common Stock. He also has additional indirect holdings through IRA accounts and entities such as a 2020 2 Year AG GRAT and Pixie Partners, where his pecuniary interest may be partial.

How is Dr. Armen’s salary structured according to this Agenus (AGEN) filing?

At his request and with Compensation Committee approval, Dr. Armen’s salary is paid in Agenus stock instead of cash. Shares are issued under the Amended and Restated 2019 Equity Incentive plan, are fully vested on the grant date, and reflect the net salary for each pay period.

What indirect Agenus (AGEN) holdings are associated with Dr. Armen?

Indirect holdings include shares in Dr. Armen’s IRA accounts and entities like the Garo Armen 2020 2 Year AG GRAT and Pixie Partners. He serves as trustee or general partner, and he disclaims beneficial ownership beyond his actual pecuniary interest in Pixie’s Agenus shares.