Burns James William 4

4 · AGIOS PHARMACEUTICALS, INC. · Filed Mar 3, 2026

Insider Transaction Report

Form 4

Period: 2026-03-01

AGIOS PHARMACEUTICALS, INC.AGIO

Burns James William

Chief Legal Officer

Transactions

Exercise/Conversion
Common stock
2026-03-02+4,000→ 35,718 total
Sale
Common stock
[F1]
2026-03-02$28.96/sh−1,187$34,376→ 34,531 total
Exercise/Conversion
Common stock
2026-03-02+5,666→ 40,197 total
Sale
Common stock
[F2]
2026-03-02$28.96/sh−1,681$48,682→ 38,516 total
Exercise/Conversion
Common stock
2026-03-02+4,000→ 42,516 total
Sale
Common stock
[F3]
2026-03-02$28.96/sh−1,187$34,376→ 41,329 total
Exercise/Conversion
Common stock
2026-03-02+3,920→ 45,249 total
Sale
Common stock
[F3]
2026-03-02$28.96/sh−1,163$33,680→ 44,086 total
Award
Restricted stock units
[F4][F5]
2026-03-01+14,000→ 14,000 total
→ Common stock (14,000 underlying)
Award
Stock options (right to buy)
[F6]
2026-03-01+52,000→ 52,000 total
Exercise: $30.23Exp: 2036-03-01→ Common stock (52,000 underlying)
Exercise/Conversion
Restricted stock units
[F4][F7]
2026-03-02−4,000→ 0 total
→ Common stock (4,000 underlying)
Exercise/Conversion
Restricted stock units
[F4][F8]
2026-03-02−5,666→ 5,667 total
→ Common stock (5,666 underlying)
Exercise/Conversion
Restricted stock units
[F4][F9]
2026-03-02−4,000→ 8,000 total
→ Common stock (4,000 underlying)
Exercise/Conversion
Restricted stock units
[F4][F9]
2026-03-02−3,920→ 7,839 total
→ Common stock (3,920 underlying)

Footnotes (9)

[F1]Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance share units. This transaction was effected pursuant to durable automatic sale instructions consistent with the affirmative defense to liability under Section 10(b) of the Securities Exchange Act of 1934 under Rule 10b5-1(c) promulgated under such Act. Such instructions were included in the reporting person's restricted stock unit agreement dated March 1, 2023.
[F2]Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance share units. This transaction was effected pursuant to durable automatic sale instructions consistent with the affirmative defense to liability under Section 10(b) of the Securities Exchange Act of 1934 under Rule 10b5-1(c) promulgated under such Act. Such instructions were included in the reporting person's restricted stock unit agreement dated March 1, 2024.
[F3]Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance share units. This transaction was effected pursuant to durable automatic sale instructions consistent with the affirmative defense to liability under Section 10(b) of the Securities Exchange Act of 1934 under Rule 10b5-1(c) promulgated under such Act. Such instructions were included in the reporting person's restricted stock unit agreement dated March 1, 2025.
[F4]Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
[F5]The restricted stock units were granted on March 1, 2026. Beginning on March 1, 2027, the shares underlying the restricted stock units will vest in three equal annual installments.
[F6]This option was granted on March 1, 2026. The shares underlying this option vest as to 25% of the underlying shares on March 1, 2027, with the remaining 75% vesting in 36 equal monthly installments thereafter.
[F7]The restricted stock units were granted on March 1, 2023. Beginning on March 1, 2024, the shares underlying the restricted stock units will vest in three equal annual installments.
[F8]The restricted stock units were granted on March 1, 2024. Beginning on March 1, 2025, the shares underlying the restricted stock units will vest in three equal annual installments.
[F9]The restricted stock units were granted on March 1, 2025. Beginning on March 1, 2026, the shares underlying the restricted stock units will vest in three equal annual installments.

Signature

/s/ William Cook, as Attorney in Fact for James Burns|2026-03-03

Documents

1 file

4
wk-form4_1772572612.xmlPrimary
FORM 4