[Form 4] Agios Pharmaceuticals, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Agios Pharmaceuticals, Inc. (AGIO) – Form 4 insider filing

Director Maykin Ho reported two equity-compensation events and one share delivery:

• June 18, 2025 – New awards: granted 2,816 restricted stock units (RSUs) that vest 100% on 6/18/2026, and 15,768 stock options with a $35.50 strike, also vesting 100% on 6/18/2026 and expiring 6/18/2035.
• June 20, 2025 – RSU vesting: 2,120 previously granted RSUs (dated 6/20/2024) vested and converted to common shares at no cash cost (reported under code “M”).

Following these transactions Ms. Ho now directly owns 17,032 AGIO common shares and holds the newly granted options and RSUs in addition to the delivered stock. The filing reflects routine director compensation rather than open-market buying or selling; no shares were sold and no cash proceeds were reported.

Insights

Securities Analyst

TL;DR: Routine director equity grants; no open-market trades; neutral impact.

The Form 4 shows compensation-related awards—2,816 RSUs and 15,768 options—and the settlement of 2,120 RSUs. No shares were sold, suggesting no negative signal. The $35.50 option strike is near typical recent trading ranges, but without price context it is hard to gauge incentive value. Overall, the activity is standard board remuneration and is unlikely to affect the valuation or signal changing insider sentiment.

Corporate Governance Expert

TL;DR: Standard Section 16 filing; consistent with equity-based director pay; governance impact minimal.

The grants conform to one-year cliff vesting, aligning director interests with shareholders over the next 12 months. Settlement of last year’s RSUs shows plan execution. There is no indication of accelerated vesting or unusual magnitude relative to peer practice. As such, governance risk remains unchanged and the disclosure is largely procedural.

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^*

Ho Maykin

(Last) (First) (Middle)

C/O AGIOS PHARMACEUTICALS, INC.

88 SIDNEY STREET

(Street)

CAMBRIDGE MA 02139

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AGIOS PHARMACEUTICALS, INC. [ AGIO ]

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)
06/18/2025

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	06/20/2025		M		2,120	A	$0	17,032	D

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
Restricted stock units	(1)	06/18/2025		A		2,816		(2)	(2)	Common stock	2,816	$0	2,816	D
Stock options (right to buy)	$35.5	06/18/2025		A		15,768		(3)	06/18/2035	Common stock	15,768	$0	15,768	D
Restricted stock units	(1)	06/20/2025		M			2,120	(4)	(4)	Common stock	2,120	$0	0	D

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 18, 2025. The shares underlying the stock units will vest in full on June 18, 2026. Vested shares will be delivered to the reporting person within three business days after such shares become vested.

3. These options were granted on June 18, 2025. The shares underlying these options vest as to 100% of the underlying shares on June 18, 2026.

4. The restricted stock units were granted on June 20, 2024. The shares underlying the stock units vest in full on June 20, 2025. 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 Maykin Ho	06/23/2025
	** 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.
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FAQ

How many AGIO shares does director Maykin Ho own after the transactions?

17,032 common shares are now held directly following the RSU delivery.

What new equity awards were granted to Maykin Ho on 18-Jun-2025?

She received 2,816 RSUs and 15,768 stock options with a $35.50 exercise price.

When will the newly granted RSUs and options vest?

Both the RSUs and options vest 100% on 18-Jun-2026.

Did the director sell any AGIO shares in this Form 4 filing?

No. All reported transactions were acquisitions via vesting or grants; no sales occurred.

What was the cost to acquire the 2,120 shares delivered on 20-Jun-2025?

They were delivered at $0 cost as part of a vested RSU award.