[SCHEDULE 13G] AGIOS PHARMACEUTICALS, INC. Passive Investment Disclosure (>5%)
Lynx1 reports 5.1% stake in Agios Pharmaceuticals
Agios Pharmaceuticals ownership update: Lynx1 Capital Management and Weston Nichols report beneficial ownership of 3,013,949 shares of Agios common stock, representing 5.1% of the class.
Agios Pharmaceuticals ownership update: Lynx1 Capital Management and Weston Nichols report beneficial ownership of 3,013,949 shares of Agios common stock, representing 5.1% of the class. The percentage is calculated using 59,471,609 shares outstanding as of April 24, 2026.
The filing states the shares are held by Lynx1 Master Fund LP with shared voting and dispositive power, and the statement is a joint filing by the Investment Manager and Mr. Nichols.
Positive
None.
Negative
None.
Key Figures
Reported shares owned:3,013,949 sharesPercent of class:5.1%Shares outstanding (used):59,471,609 shares
3 metrics
Reported shares owned3,013,949 sharesBeneficially owned by Lynx1/Lynx1 Master Fund LP
Percent of class5.1%Calculated using shares outstanding as of April 24, 2026
Shares outstanding (used)59,471,609 sharesAs of April 24, 2026 per Agios Form 10-Q
Key Terms
Schedule 13G, Beneficial ownership, Shared dispositive power
3 terms
Schedule 13Gregulatory
"This statement is filed by: Lynx1 Capital Management LP"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
Beneficial ownershipregulatory
"Amount beneficially owned: The information required by Item 4(a) is set forth"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Shared dispositive powerregulatory
"Shared Dispositive Power 3,013,949.00"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What stake does Lynx1 report in AGIO?
Lynx1 reports beneficial ownership of 3,013,949 shares, equal to 5.1% of Agios common stock. This percentage uses an outstanding share base of 59,471,609 shares as of April 24, 2026, per the filing.
Who filed the Schedule 13G for AGIO?
The Schedule 13G was filed jointly by Lynx1 Capital Management LP and Weston Nichols. Lynx1 is the investment manager to Lynx1 Master Fund LP, which directly holds the reported shares.
Does the filing state who controls voting of the shares?
The filing discloses shared voting power and shared dispositive power for the reported 3,013,949 shares. Sole voting and dispositive power are reported as 0.00 in the cover-page rows.
What date and share count were used to calculate the 5.1%?
The 5.1% figure is calculated using 59,471,609 shares outstanding as of April 24, 2026, as reported in Agios's Form 10-Q for the quarter ended March 31, 2026, referenced in the Schedule 13G.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
AGIOS PHARMACEUTICALS, INC.
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
00847X104
(CUSIP Number)
04/29/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
00847X104
1
Names of Reporting Persons
Lynx1 Capital Management LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,013,949.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,013,949.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,013,949.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.1 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
00847X104
1
Names of Reporting Persons
Weston Nichols
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
3,013,949.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
3,013,949.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
3,013,949.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.1 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
AGIOS PHARMACEUTICALS, INC.
(b)
Address of issuer's principal executive offices:
88 Sidney Street, Cambridge, Massachusetts 02139.
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Lynx1 Capital Management LP (the "Investment Manager"), a Delaware limited partnership, and the investment manager to Lynx1 Master Fund LP (the "Lynx1 Fund"), with respect to the shares of common stock, par value $0.001 per share ("Common Stock") of Agios Pharmaceuticals, Inc., a Massachusetts corporation (the "Company"), directly held by the Lynx1 Fund; and
(ii) Mr. Weston Nichols ("Mr. Nichols"), the sole member of Lynx1 Capital Management GP LLC, the general partner of the Investment Manager, with respect to the shares of Common Stock directly held by the Lynx1 Fund.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Securities Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
Lynx1 Capital Management LP
D81 Calle C
Suite 301, PMB 1202
Dorado, PR, 00646-2051
Weston Nichols
c/o Lynx1 Capital Management LP
D81 Calle C
Suite 301, PMB 1202
Dorado, PR, 00646-2051
(c)
Citizenship:
Investment Manager - Delaware
Mr. Nichols - United States of America
(d)
Title of class of securities:
Common Stock, par value $0.001 per share
(e)
CUSIP Number(s):
00847X104
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 59,471,609 shares of Common Stock outstanding as of April 24, 2026, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, filed with the Securities and Exchange Commission on April 29, 2026.
(b)
Percent of class:
5.1%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Lynx1 Fund has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Lynx1 Capital Management LP
Signature:
/s/ Weston Nichols
Name/Title:
By: Lynx1 Capital Management GP LLC, General Partner, By: Weston Nichols, Sole Member
