CAPELLO JEFFREY D 4

What Happened

• Jeffrey D. Capello, a director of Agios Pharmaceuticals (AGIO), had multiple derivative transactions reported for June 18, 2026. The filing shows conversion/exercise of 2,816 derivative shares (acquired at $0.00) and a simultaneous disposition of the same 2,816 shares (reported at $0.00). In addition, Capello was granted 2,927 restricted stock units (RSUs) and 14,950 option awards (both reported as acquired at $0.00).
• All reported prices are $0.00 because these were equity awards/vests and not open‑market cash purchases or sales. The filing does not report a cash value realized on any of these entries.

Key Details

• Transaction date: June 18, 2026; Form 4 filed June 23, 2026 (filed 5 days after the transactions).
• Specifics reported:
  • 2,816 shares — Exercise/conversion of derivative (acquired) @ $0.00.
  • 2,816 shares — Exercise/conversion of derivative (disposed) @ $0.00 (simultaneous disposition).
  • 2,927 RSUs — Grant/award (acquired) @ $0.00.
  • 14,950 option awards — Grant/award (acquired) @ $0.00.
• Vesting/award notes from the filing:
  • The 2,816 that converted relate to RSUs granted June 18, 2025 that vest in full on June 18, 2026; vested shares are delivered within three business days after vesting. (F2)
  • The 2,927 RSUs were granted June 18, 2026 and vest in full on June 18, 2027. (F3)
  • The 14,950 awards were granted June 18, 2026 as options; they vest 100% on June 18, 2027. (F4)
• Shares owned after the transactions are not specified in the provided filing details.
• Timeliness: The Form 4 was filed late relative to the transaction date (filed 6/23 for 6/18 transactions). Late filings can be an administrative issue and may draw SEC attention, but the filing itself discloses the activity.

Context

• The conversion/exercise and simultaneous disposition of 2,816 shares likely reflect vested RSUs that were converted into shares with an immediate disposition recorded on the Form 4; such simultaneous dispositions are commonly used to satisfy tax withholding obligations, though the filing does not explicitly state the reason.
• The larger items (2,927 RSUs and 14,950 option awards) are new grants and do not reflect open‑market buying or selling—these are compensation/awards that will vest in 2027 per the footnotes.
• For retail investors, grants and vesting are routine for executives and directors and do not by themselves imply a buy or sell signal; purchases (cash buys) are generally more indicative of a personal bullish bet.