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Agenus (AGEN) CEO Receives 3,769 Stock Shares as Compensation

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Agenus Inc. (AGEN) reported that Chairman and CEO Garo H. Armen received part of his compensation in stock instead of cash. On 11/14/2025, he was issued 3,769 shares of common stock as salary for the pay period ending that date, under the Amended and Restated Agenus Inc. 2019 Equity Incentive plan. The shares were valued using the $4.34 closing price of Agenus common stock on 11/14/2025 and are fully vested on the date of issuance. Following this transaction, Dr. Armen beneficially owns 294,498 shares directly, with additional indirect holdings reported through IRA accounts and entities in which he has a pecuniary interest.

Positive

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Negative

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Insider ARMEN GARO H
Role See Remarks
Type Security Shares Price Value
Grant/Award Common Stock 3,769 $4.34 $16K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 294,498 shares (Direct); 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 November 14, 2025. Such shares are issued in accordance with the Amended and Restated Agenus Inc. 2019 Equity Incentive are fully vested on the date of issuance. $4.34 is the closing price of our Common Stock on November 14, 2025, the last trading day for the payroll date for the pay period ending November 14, 2025. 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.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED 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 MA 02421
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AGENUS INC [ AGEN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
11/14/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock(1) 11/14/2025 A 3,769 A $4.34(2) 294,498 D
Common Stock 31,298 I See Footnote(3)
Common Stock 28,950 I See 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount 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 November 14, 2025. 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. $4.34 is the closing price of our Common Stock on November 14, 2025, the last trading day for the payroll date for the pay period ending November 14, 2025.
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 and Chief Executive Officer
/s/Christine M. Klaskin, as Attorney-in-Fact for Garo H. Armen 11/17/2025
** Signature of Reporting Person Date
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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Agenus Inc. (AGEN) disclose in this Form 4 filing?

Agenus Inc. disclosed that Chairman and CEO Garo H. Armen received a portion of his salary in the form of 3,769 shares of common stock on 11/14/2025, instead of cash.

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

Garo H. Armen received 3,769 shares of Agenus common stock as payment of his salary for the pay period ending November 14, 2025.

At what price were the Agenus (AGEN) shares valued in this Form 4?

The shares were valued at $4.34 per share, which was the closing price of Agenus common stock on November 14, 2025, the last trading day for that payroll date.

What is Garo Armen’s total direct ownership in Agenus (AGEN) after this transaction?

After the reported transaction, Garo H. Armen directly beneficially owns 294,498 shares of Agenus common stock.

Does Garo Armen have indirect ownership of Agenus (AGEN) shares?

Yes. The filing states that shares are held in Dr. Armen's IRA accounts and that he has interests in entities, including the Garo Armen 2020 2 Year AG GRAT and Pixie Partners, which together hold additional Agenus common stock in which he has a pecuniary interest.

Under which plan were the Agenus (AGEN) shares issued to Garo Armen?

The shares issued to Garo H. Armen as salary were granted under the Amended and Restated Agenus Inc. 2019 Equity Incentive plan and are fully vested on the date of issuance.

What is Garo Armen’s role at Agenus Inc. (AGEN)?

Garo H. Armen is reported as both a Director and the Chairman and Chief Executive Officer of Agenus Inc.