AGENUS INC — Director's Dealing 2020

Apr 24, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGENUS INC (AGEN)
CIK: 0001098972
Period of Report: 2019-06-19

Reporting Person: ARMEN GARO H (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-04-24	Common Stock	A	5296	$2.79	Acquired	1112282	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-06-19	Stock Option (Right to buy)	$2.38	A	42500	Acquired	2028-12-31	Common Stock (42500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	163046	Indirect

Footnotes

F1: As previously reported in Current Report on Form 8-K filed with the Securities and Exchange Commission on March 30, 2020, Garo H. Armen's salary is being paid in stock, in lieu of cash, for the balance of 2020. The amount reported herein represents the net amount of Dr. Armen's salary for the pay period ending April 24, 2020. Such shares are issued in accordance with the Agenus Inc. 2019 Equity Incentive Plan and are fully vested on the date of issuance.

F2: $2.79 is the closing price of our Common Stock on April 24, 2020, the payroll date for the pay period ending April 24, 2020.

F3: Dr. Armen is trustee and has investment authority for the Garo Armen 2018 2 Year AG GRAT holder of 159,000 shares of Agenus common stock. Dr. Armen is Chairman of the Board of Managers and a member of Antigenics, LLC ("Antigenics") which as of the date of this report owns 4,046 of Agenus Inc. common stock. Dr. Armen has a pecuniary interest in only a portion of the shares held by Antigenics and disclaims beneficial ownership to the extent of his pecuniary interest therein.

F4: Option granted on December 31, 2018, subject to shareholder approval, which was obtained at Agenus Inc.'s annual shareholder meeting on June 19, 2019. Option awarded in accordance with Agenus Inc. 2009 Amended and Restated Equity Incentive Plan and one third of the option vested on January 1, 2020 and the balance will vest in equal quarterly installments thereafter; provided, however, that the unvested portion of such option shall vest in full upon Dr. Armen's death, disability or retirement.