[Form 4] Agenus Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 Filing Overview – Agenus Inc. (AGEN)

Director Susan B. Hirsch reported the receipt of 15,000 non-qualified stock options under the company’s 2019 Amended & Restated Equity Incentive Plan. The grant was originally approved on 28 May 2025, became effective upon shareholder approval at the 17 June 2025 annual meeting, and is therefore shown as the transaction date. Key terms are:

• Exercise price: $3.02 per share
• Vesting: 100 % on the one-year anniversary of the grant date (28 May 2026)
• Expiration: 28 May 2035 (10-year term)
• Post-transaction holdings: 15,000 derivative securities (stock options) held directly

No purchases or sales of Agenus common stock were reported, and no non-derivative holdings changed. The filing therefore represents a routine equity award intended to align director incentives rather than an open-market transaction that would signal confidence or concern about near-term fundamentals. At approximately 15 k shares, potential dilution is de-minimis relative to Agenus’ outstanding share count.

Insights

Equity Compensation Analyst

TL;DR: Routine 15k option grant to director; neutral financial impact, minimal dilution.

The disclosure documents a standard director compensation event. The option count is small when compared with Agenus’ ~300 m shares outstanding, implying negligible dilution (<0.01 %). The $3.02 strike price suggests alignment with recent trading levels, offering incentive only if management creates shareholder value above that threshold. No insider buying or selling of common shares is indicated, so there is no new directional signal on fundamentals. Overall, this filing is administratively necessary but not financially material for investors.

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
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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^*

Hirsch Susan B

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025

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

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
Stock Option	$3.02	06/17/2025		A		15,000		(1)	05/28/2035	Common Stock	15,000	$0.00	15,000	D

Explanation of Responses:

1. Options were granted on May 28, 2025 subject to shareholder approval, which was obtained at the Company's annual shareholder meeting on June 17, 2025. Option awarded in accordance with the Agenus Inc. 2019 Amended and Restated Equity Incentive Plan, and vests on the one-year anniversary of the grant date.

	/s/Christine Klaskin, as Attorney-in-Fact	06/20/2025
	** 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.

FAQ

How many Agenus (AGEN) stock options were granted to Director Susan Hirsch?

The Form 4 shows a grant of 15,000 stock options.

What is the exercise price of the newly granted AGEN options?

Each option carries an exercise price of $3.02 per share.

When do the Susan Hirsch options vest and expire?

They vest fully on 28 May 2026 and expire on 28 May 2035.

Did the director buy or sell any Agenus common stock in this filing?

No. The filing reports only a stock-option award; no common-stock transactions occurred.

Is this Form 4 likely to impact Agenus’ share count materially?

No. 15,000 options represent less than 0.01 % of outstanding shares, so dilution is immaterial.