AGIOS PHARMACEUTICALS, INC. — Director's Dealing 2017

Apr 24, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGIOS PHARMACEUTICALS INC (AGIO)
CIK: 0001439222
Period of Report: 2017-04-24

Reporting Person: Celgene European Investment Co LLC (10% Owner)
Reporting Person: Celgene Switzerland LLC (10% Owner)
Reporting Person: Celgene Alpine Investment Co., LLC (10% Owner)
Reporting Person: CELGENE CORP /DE/ (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-04-24	Common Stock	P	624575	$49.50	Acquired	1856353	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4010926	Direct

Footnotes

F1: Of these shares, 624,575 shares are owned directly by Celgene Switzerland LLC ("Celgene Switzerland"), 708,333 shares are owned directly by Celgene Alpine Investment Co. LLC ("Celgene Alpine"), each a wholly-owned subsidiary of Celgene Corporation ("Celgene"), and Celgene has the power to vote, acquire, hold and dispose of all such shares. Celgene and Celgene European Investment Company LLC, a wholly owned subsidiary of Celgene ("CEICO"), disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. The remaining 523,445 shares are owned directly by Celgene. CEICO, Celgene Switzerland and Celgene Alpine disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.

F2: These shares are owned directly by CEICO, and Celgene has the power to vote, acquire, hold and dispose of all shares. Celgene, Celgene Switzerland and Celgene Alpine disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.