AGIOS PHARMACEUTICALS, INC. — Director's Dealing 2016

Oct 28, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGIOS PHARMACEUTICALS INC (AGIO)
CIK: 0001439222
Period of Report: 2016-10-26

Reporting Person: Cantley Lewis Clayton Jr. (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-10-26	Common stock	S	627	$48.91	Disposed	108405	Direct
2016-10-26	Common stock	S	625	$48.91	Disposed	108443	Indirect
2016-10-27	Common stock	S	627	$48.97	Disposed	107778	Direct
2016-10-27	Common stock	S	625	$48.97	Disposed	107818	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common stock	12500	Indirect
Common stock	12500	Indirect

Footnotes

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

F2: The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $48.49 to $49.45. 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.

F3: Shares held by Vicki Lee Sato, who is the reporting person's spouse.

F4: The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $48.26 to $49.68. 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.

F5: Shares held by a grantor retained annuity trust for the benefit of the reporting person and his two children, of which the reporting person is trustee and sole annuitant.

F6: Shares held by a grantor retained annuity trust for the benefit of the reporting person's spouse and her two children, of which the reporting person's spouse is trustee and sole annuitant.