Agios (NASDAQ: AGIO) director receives new stock options and RSU awards

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

AGIOS PHARMACEUTICALS director Jeffrey D. Capello reported equity awards and vesting activity. On June 18, 2026, 2,816 restricted stock units converted into the same number of common shares, increasing his direct holdings to 10,865 shares.

He also received new grants of 14,950 stock options with an exercise price of $34.16 per share, expiring on June 18, 2036, and 2,927 restricted stock units. According to the footnotes, options and RSUs granted on June 18, 2026 vest in full on June 18, 2027, with vested shares delivered within three business days. Earlier RSUs granted June 18, 2025 vest in full on June 18, 2026. These are compensation-related grants and exercises, not open-market purchases or sales.

Insider Trade Summary

2,816 shares exercised/converted

Mixed 4 txns

Insider CAPELLO JEFFREY D

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted stock units	2,816	$0.00	--
Grant/Award	Restricted stock units	2,927	$0.00	--
Grant/Award	Stock options (right to buy)	14,950	$0.00	--
Exercise	Common stock	2,816	$0.00	--

Holdings After Transaction: Restricted stock units — 0 shares (Direct, null); Stock options (right to buy) — 14,950 shares (Direct, null); Common stock — 10,865 shares (Direct, null)

Footnotes (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 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. The restricted stock units were granted on June 18, 2026. The shares underlying the stock units will vest in full on June 18, 2027. Vested shares will be delivered to the reporting person within three business days after such shares become vested. These options were granted on June 18, 2026. The shares underlying these options vest as to 100% of the underlying shares on June 18, 2027.

Key Figures

Common shares after transaction: 10,865 shares RSUs converted to common: 2,816 shares New stock options granted: 14,950 options +5 more

8 metrics

Common shares after transaction 10,865 shares Direct holdings following June 18, 2026 RSU conversion

RSUs converted to common 2,816 shares Restricted stock units exercised into common stock on June 18, 2026

New stock options granted 14,950 options Grant on June 18, 2026, right to buy common stock

Option exercise price $34.16 per share Exercise price for 14,950 stock options granted June 18, 2026

Option expiration date June 18, 2036 Expiration for 14,950 stock options

New RSUs granted 2,927 units Restricted stock units granted June 18, 2026

Vesting date 2026 RSUs and options June 18, 2027 Full vesting date for 2026 RSUs and options grants

Vesting date 2025 RSUs June 18, 2026 Full vesting date for RSUs granted June 18, 2025

Key Terms

Restricted stock units, Stock options (right to buy), Exercise or conversion of derivative security, Grant, award, or other acquisition, +1 more

5 terms

Restricted stock units financial

"Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock."

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.

Stock options (right to buy) financial

"Stock options (right to buy) with an exercise price of 34.1600 per share were granted."

Exercise or conversion of derivative security financial

"Transaction code M is described as Exercise or conversion of derivative security."

Grant, award, or other acquisition financial

"Transaction code A is described as Grant, award, or other acquisition."

vest in full financial

"The shares underlying the stock units will vest in full on June 18, 2027."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/23/2026 - 05:25 PM Accepted by SEC EDGAR 06/23/2026 - 05:24 PM

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^*

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	06/18/2026		M		2,816	A	$0	10,865	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted stock units	⁽¹⁾	06/18/2026		M			2,816	⁽²⁾	⁽²⁾	Common stock	2,816	$0	0	D
Restricted stock units	⁽¹⁾	06/18/2026		A		2,927		⁽³⁾	⁽³⁾	Common stock	2,927	$0	2,927	D
Stock options (right to buy)	$34.16	06/18/2026		A		14,950		⁽⁴⁾	06/18/2036	Common stock	14,950	$0	14,950	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. The restricted stock units were granted on June 18, 2026. The shares underlying the stock units will vest in full on June 18, 2027. Vested shares will be delivered to the reporting person within three business days after such shares become vested.

4. These options were granted on June 18, 2026. The shares underlying these options vest as to 100% of the underlying shares on June 18, 2027.

Remarks:

	/s/ William Cook, as attorney-in-fact for Jeffrey Capello	06/23/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did AGIO director Jeffrey Capello report in this Form 4 filing?

Jeffrey Capello reported equity compensation activity, including vested restricted stock units converting into common shares and new grants of stock options and RSUs. These transactions increase his equity exposure but do not involve open-market buying or selling of Agios Pharmaceuticals stock.

How many AGIO common shares does Jeffrey Capello hold after these transactions?

After 2,816 restricted stock units converted into common stock, Jeffrey Capello directly holds 10,865 shares of Agios Pharmaceuticals common stock. This reflects his position following the June 18, 2026 vesting event and associated derivative exercises disclosed in the filing.

What stock options were granted to Jeffrey Capello by Agios Pharmaceuticals (AGIO)?

Capello received 14,950 stock options with an exercise price of $34.16 per share, expiring June 18, 2036. The filing states all underlying shares vest on June 18, 2027, aligning the option vesting with a one-year service period from the grant date.

What restricted stock units did Jeffrey Capello receive from AGIO on June 18, 2026?

He was granted 2,927 restricted stock units on June 18, 2026. Each unit represents a right to receive one common share, with all underlying shares vesting on June 18, 2027 and delivered within three business days after vesting, according to the filing footnotes.

Were there any AGIO insider stock sales or open-market purchases in this Form 4?

The Form 4 shows only equity compensation grants and derivative exercises, with no open-market purchases or sales. All transactions are coded as awards or exercises, indicating routine compensation-related activity rather than discretionary trading in Agios Pharmaceuticals shares.

When do Jeffrey Capello’s previously granted AGIO restricted stock units vest?

Restricted stock units granted on June 18, 2025 vest in full on June 18, 2026. The filing explains that shares from these units are delivered to Capello within three business days after vesting, providing a clear timetable for when he receives the underlying common stock.