AGENUS INC·4

Jan 26, 4:05 PM ET

ARMEN GARO H 4

4 · AGENUS INC · Filed Jan 26, 2026

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Agenus CEO Garo H. Armen Receives 4,562-Share Award

What Happened
Garo H. Armen, Chairman and Chief Executive Officer of Agenus Inc. (AGEN), received 4,562 shares of company common stock on January 23, 2026. The shares were issued as payment of salary (in lieu of cash) at a closing price of $3.24 per share, for a net value of $14,781. The shares were issued under the Amended and Restated Agenus Inc. 2019 Equity Incentive plan and were fully vested on the date of issuance.

Key Details

  • Transaction date: January 23, 2026; filing date: January 26, 2026 (filed within the required reporting window).
  • Price used: $3.24 per share (closing price on Jan 23, 2026).
  • Shares acquired: 4,562; total reported value: $14,781.
  • Shares held after transaction: not specified in this Form 4. Report notes these shares are held in Dr. Armen’s IRA accounts.
  • Relevant footnotes: salary paid in stock by Dr. Armen’s request with Compensation Committee approval; shares fully vested on issuance; Dr. Armen is trustee/has investment authority for 23,950 shares held by the Garo Armen 2020 2 Year AG GRAT and is a general partner in Pixie Partners, which owns 5,000 shares (he disclaims beneficial ownership to the extent of his pecuniary interest in Pixie).

Context
This was a compensation-related issuance (salary paid in stock), not an open-market purchase or sale. Such awards reflect compensation choices and vesting conditions rather than a direct market sentiment signal; the dollar value here is relatively small (~$14.8k).

Insider Transaction Report

Form 4
Period: 2026-01-23
ARMEN GARO H
DirectorSee Remarks
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-01-23$3.24/sh+4,562$14,781315,685 total
Holdings
  • Common Stock

    [F3]
    (indirect: See Footnote)
    31,298
  • Common Stock

    [F4]
    (indirect: See Footnote)
    28,950
Footnotes (4)
  • [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 January 23, 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.
  • [F2]$3.24 is the closing price of our Common Stock on January 23, 2026, the last trading day for the payroll date for the pay period ending January 23, 2026.
  • [F3]Shares are held in Dr. Armen's IRA accounts.
  • [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.
Signature
/s/ Austin Charette, as Attorney-in-Fact for Garo H. Armen|2026-01-26

Documents

1 file
  • 4
    ownership.xmlPrimary

    4