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  4. [Form 4] AGIOS PHARMACEUTICALS, INC. Insider Trading Activity

Agios (NASDAQ: AGIO) director converts 1,976 RSUs, holds 8,049 shares

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

Rhea-AI Filing Summary

AGIOS PHARMACEUTICALS, INC. director Jeffrey D. Capello reported the vesting and conversion of previously granted restricted stock units into common shares. On June 13, 2026, he exercised 1,976 restricted stock units into 1,976 shares of common stock at a stated price of $0.00 per share, reflecting a compensation-related equity award rather than an open-market purchase. These units were part of a grant made on June 13, 2023, scheduled to vest in three equal annual installments beginning June 13, 2024. After this transaction, Capello directly holds 8,049 shares of Agios common stock.

Positive

  • None.

Negative

  • None.
Insider CAPELLO JEFFREY D
Role null
Type Security Shares Price Value
Exercise Restricted stock units 1,976 $0.00 --
Exercise Common stock 1,976 $0.00 --
Holdings After Transaction: Restricted stock units — 0 shares (Direct, null); Common stock — 8,049 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. The restricted stock units were granted on June 13, 2023. Beginning on June 13, 2024, the shares underlying the stock units will vest in three equal annual installments. Vested shares will be delivered to the reporting person within three business days after such shares become vested.
RSUs exercised 1,976 units Restricted stock units converted to common stock on June 13, 2026
Shares received 1,976 shares Common stock issued upon RSU conversion
Post-transaction holdings 8,049 shares Common stock directly held after the Form 4 transaction
Grant date June 13, 2023 Original RSU grant with three equal annual vesting installments
Restricted stock units financial
"The restricted stock units were granted on June 13, 2023."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
Common stock financial
"Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock."
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
Vesting financial
"Beginning on June 13, 2024, the shares underlying the stock units will vest in three equal annual installments."
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
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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*
CAPELLO JEFFREY D
(Last)(First)(Middle)
C/O AGIOS PHARMACEUTICALS, INC.
88 SIDNEY STREET
(Street)
CAMBRIDGE MASSACHUSETTS 02139
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
AGIOS PHARMACEUTICALS, INC. [ AGIO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/13/2026		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 stock06/13/2026M1,976A$08,049D
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
Restricted stock units(1)06/13/2026M1,976 (2) (2)Common stock1,976$00D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
2. The restricted stock units were granted on June 13, 2023. Beginning on June 13, 2024, the shares underlying the stock units will vest in three equal annual installments. Vested shares will be delivered to the reporting person within three business days after such shares become vested.
Remarks:
/s/ William Cook, as attorney-in-fact for Jeffrey Capello06/16/2026
** 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 insider transaction did AGIOS PHARMACEUTICALS (AGIO) director Jeffrey Capello report?

Jeffrey D. Capello reported exercising 1,976 restricted stock units into 1,976 shares of Agios common stock. This was a compensation-related equity vesting event, not an open-market trade, and increased his directly held share count.

How many AGIOS PHARMACEUTICALS (AGIO) shares does Jeffrey Capello hold after this Form 4 filing?

Following the reported transaction, Jeffrey D. Capello directly holds 8,049 shares of Agios common stock. This total reflects the addition of 1,976 shares received upon the vesting and conversion of previously granted restricted stock units.

Were the AGIOS PHARMACEUTICALS (AGIO) restricted stock units an open-market purchase?

No, the 1,976 shares arose from the exercise of restricted stock units at $0.00 per share. These units were part of an equity compensation grant, vesting over time, rather than shares bought on the open market.

When were the AGIOS PHARMACEUTICALS (AGIO) restricted stock units originally granted to Jeffrey Capello?

The restricted stock units were granted on June 13, 2023. Under the award terms, the underlying shares vest in three equal annual installments starting June 13, 2024, with vested shares delivered within three business days after vesting.

How many restricted stock units did Jeffrey Capello exercise in this AGIOS PHARMACEUTICALS (AGIO) Form 4?

He exercised 1,976 restricted stock units into 1,976 shares of common stock. After this conversion, the Form 4 shows zero restricted stock units remaining from this specific award and 8,049 common shares held directly.