Agenus pays Garo Armen salary in stock grant

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

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 4,233 shares of Common Stock as salary paid in stock for the pay period ending May 1, 2026. The shares were valued at $3.84, the closing price of Agenus stock on May 1, 2026, and are fully vested on issuance.

Following this grant, Dr. Armen directly holds 346,783 Agenus shares. He also has indirect holdings through IRA accounts, the Garo Armen 2020 2 Year AG GRAT with 23,950 shares, and Pixie Partners with 5,000 shares, where he has a pecuniary interest in only part of the Pixie position.

Insider Trade Summary

Grant/Award: 4,233 shares

Grant/Award 3 txns

Insider ARMEN GARO H

Role See Remarks

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4,233	$3.84	$16K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 346,783 shares (Direct); Common Stock — 60,248 shares (Indirect, See Footnote)

Footnotes (4)

1. F1. 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 May 1, 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. F2. $3.84 is the closing price of our Common Stock on May 1, 2026, the last trading day for the payroll date for the pay period ending May 1, 2026.
3. F3. Shares are held in Dr. Armen's IRA accounts.
4. F4. 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.

Key Figures

Stock salary grant: 4,233 shares Grant valuation price: $3.84 per share Direct holdings after grant: 346,783 shares +4 more

7 metrics

Stock salary grant 4,233 shares Net salary for pay period ending May 1, 2026

Grant valuation price $3.84 per share Closing price on May 1, 2026

Direct holdings after grant 346,783 shares Common Stock held directly by Dr. Armen after transaction

IRA holdings 28,950 shares Common Stock held in Dr. Armen’s IRA accounts

GRAT holdings 23,950 shares Held by Garo Armen 2020 2 Year AG GRAT

Pixie Partners holdings 5,000 shares Owned by Pixie Partners; Armen has partial pecuniary interest

Transaction date May 1, 2026 Form 4 transaction and pricing date reference

Key Terms

Grant, award, or other acquisition, Equity Incentive, IRA accounts, GRAT, +1 more

5 terms

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Equity Incentive financial

"issued in accordance with the Amended and Restated Agenus Inc. 2019 Equity Incentive"

Equity incentive is a form of pay that gives employees or executives a stake in the company through stock or the right to buy stock, often granted with conditions that spread out over time. It matters to investors because it aligns workers’ interests with shareholders—encouraging growth and retention—but can also affect share count and profits when new shares are issued, similar to giving team members a slice of the company pie that can grow or dilute others’ slices.

IRA accounts financial

"Shares are held in Dr. Armen's IRA accounts."

An IRA account is a tax-advantaged personal savings account designed to help people invest for retirement; think of it as a special piggy bank that gives you tax breaks to encourage long-term saving. Different IRA types change when you pay taxes and when you can take money out, so they matter to investors because the choice affects your after-tax returns, portfolio decisions, and the timing of withdrawals during retirement.

GRAT financial

"Garo Armen 2020 2 Year AG GRAT holder of 23,950 shares"

pecuniary interest financial

"Dr. Armen has a pecuniary interest in only a portion of the shares"

FAQ

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

Dr. Garo H. Armen reported receiving 4,233 shares of Agenus Common Stock as compensation. The shares represent salary paid in stock for the pay period ending May 1, 2026, and are fully vested upon issuance under the company’s 2019 Equity Incentive plan.

How was Garo H. Armen’s salary paid in Agenus (AGEN) stock?

At Dr. Armen’s request, with compensation committee approval, his salary is paid in Agenus stock instead of cash. The 4,233 shares in this filing represent his net salary for the pay period ending May 1, 2026, issued fully vested under the 2019 Equity Incentive plan.

What price was used to value the Agenus (AGEN) shares granted to Garo H. Armen?

The 4,233 Agenus shares were valued at $3.84 per share. This reflects the closing price of Agenus Common Stock on May 1, 2026, which was the last trading day for the payroll date covering that pay period.

How many Agenus (AGEN) shares does Garo H. Armen hold after this grant?

After the 4,233-share grant, Dr. Armen directly holds 346,783 Agenus shares. He also has indirect holdings through IRA accounts, a 2020 2 Year AG GRAT with 23,950 shares, and a general partnership, Pixie Partners, which owns 5,000 shares.

Are the Agenus (AGEN) shares granted to Garo H. Armen vested?

Yes, the shares granted to Dr. Armen as salary are fully vested on the date of issuance. They were issued under the Amended and Restated Agenus Inc. 2019 Equity Incentive plan, meaning he does not need to satisfy additional service conditions to own them.

What indirect Agenus (AGEN) holdings related to Garo H. Armen are disclosed?

Indirect holdings include Agenus shares in Dr. Armen’s IRA accounts, 23,950 shares held by the Garo Armen 2020 2 Year AG GRAT where he is trustee, and 5,000 shares held by Pixie Partners, where he is a general partner with only partial pecuniary interest.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/05/2026 - 05:49 PM Learn about SEC filing dates

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 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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	05/01/2026		A		4,233	A	$3.84(2)	346,783	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 May 1, 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. $3.84 is the closing price of our Common Stock on May 1, 2026, the last trading day for the payroll date for the pay period ending May 1, 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. Armen	05/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)