AGIOS PHARMACEUTICALS, INC. — Director's Dealing 2018

Jun 1, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGIOS PHARMACEUTICALS INC (AGIO)
CIK: 0001439222
Period of Report: 2018-05-30

Reporting Person: Schenkein David P (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-30	Common stock	M	5962	$0.3025	Acquired	5962	Direct
2018-05-30	Common stock	M	16193	$0.3025	Acquired	22155	Direct
2018-05-30	Common stock	M	23471	$0.4675	Acquired	45626	Direct
2018-05-30	Common stock	S	45626	$90.07	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-05-30	Stock option (right to buy)	$0.3025	M	5962	Disposed	2019-08-12	Common stock (5962)	Direct
2018-05-30	Stock option (right to buy)	$0.3025	M	16193	Disposed	2019-08-12	Common stock (16193)	Direct
2018-05-30	Stock option (right to buy)	$0.4675	M	23471	Disposed	2021-03-01	Common stock (23471)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common stock	271772	Indirect
Common stock	79082	Indirect

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 $90.00 to $90.63. 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: Shares held by David P. Schenkein 2004 Revocable Trust, of which the reporting person is trustee and beneficiary.

F5: Shares held by Amy P. Schenkein 2004 Revocable Trust, of which the reporting person's spouse is trustee and beneficiary.

F6: This option was granted on August 13, 2009. The shares underlying this option vested as to 25% of the shares on August 1, 2010, and the remaining 75% vested in 36 equal monthly installments thereafter.

F7: This option was granted on August 13, 2009. The shares underlying this option vested as to 50% upon the achievement of a performance milestone, as determined by the issuer's Board of Directors on June 3, 2010, and the remaining 50% of the underlying shares vested in equal monthly installments through June 3, 2013.

F8: This option was granted on March 2, 2011. The shares underlying this option vested as to 25% of the shares on the date of grant and as to 25% of the shares upon the achievement of a performance milestone on July 19, 2013. The remaining 50% of the shares underlying the option vested in equal monthly installments through July 19, 2015.