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AGIOS PHARMACEUTICALS, INC. Director's Dealing 2014

Jan 22, 2014

31580_dirs_2014-01-22_fe14b1cd-bcfe-467b-bd0d-72d58cd7e8c9.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGIOS PHARMACEUTICALS INC (AGIO)
CIK: 0001439222
Period of Report: 2014-01-21

Reporting Person: Goddard Glenn (Senior Vice President, Finance)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-01-21 Common Stock M 10000 $0.4675 Acquired 10000 Direct
2014-01-21 Common Stock S 10000 $34.7108 Disposed 0 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-01-21 Stock Option (right to buy) $9.05 A 3636 Acquired 2023-04-29 Common Stock (3636) Direct
2014-01-21 Stock Option (right to buy) $0.4675 M 10000 Disposed 2020-08-11 Common Stock (10000) Direct

Footnotes

F1: This exercise was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F2: This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F3: The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $32.82 to $36.29. The reporting person undertakes, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

F4: This option was granted on April 30, 2013 for the purchase of 14,545 shares of common stock. The option vests as to 25% of the underlying shares upon the achievement of a performance milestone, as to an additional 50% upon the achievement of a second performance milestone, and as to the remaining 25% on the first anniversary of the first date that both performance milestones were achieved. The performance criteria for the first performance milestone were met on January 21, 2014, resulting in the vesting of the option as to 3,636 shares.

F5: This option was granted on August 12, 2010. The shares underlying this option vest as to 25% of the underlying shares on July 1, 2011, with the remaining 75% vesting in 36 equal monthly installments thereafter.