AGIOS PHARMACEUTICALS, INC. — Director's Dealing 2015

Oct 19, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGIOS PHARMACEUTICALS INC (AGIO)
CIK: 0001439222
Period of Report: 2015-10-15

Reporting Person: Higgons John Duncan (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-10-15	Common stock	M	10000	$0.3025	Acquired	91835	Direct
2015-10-15	Common stock	M	8843	$0.3025	Acquired	100678	Direct
2015-10-15	Common stock	M	1157	$0.47	Acquired	101835	Direct
2015-10-15	Common stock	S	20000	$71.04	Disposed	81835	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-10-15	Stock option (right to buy)	$0.3025	M	10000	Disposed	2019-08-12	Common stock (10000)	Direct
2015-10-15	Stock option (right to buy)	$0.3025	M	8843	Disposed	2020-03-25	Common stock (8843)	Direct
2015-10-15	Stock option (right to buy)	$0.47	M	1157	Disposed	2021-03-01	Common stock (1157)	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 $70.04 to $72.80. 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 August 13, 2009. The shares underlying this option vest as to 25% of the shares on May 18, 2010, with the remaining 75% vesting in 36 equal monthly installments thereafter.

F5: This option was granted on March 26, 2010 for the purchase of 36,363 shares of common stock. The option vests as to 50% of the underlying shares upon the achievement of a performance milestone and with the remaining 50% vesting in 36 equal monthly installments thereafter. The performance criteria for the performance milestone were met on June 3, 2010.

F6: This option was granted on March 2, 2011 for the purchase of 3,636 shares of common stock. The option vests as to 33% of the underlying shares upon the achievement of a performance milestone and with the remaining 67% vesting in 24 equal monthly installments thereafter. The performance criteria for the performance milestone were met on July 19, 2013.