AGIOS PHARMACEUTICALS, INC. — Director's Dealing 2024

Jan 24, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AGIOS PHARMACEUTICALS, INC. (AGIO)
CIK: 0001439222
Period of Report: 2024-01-20

Reporting Person: Milanova Tsveta (Chief Commercial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-01-20	Common stock	M	5448	—	Acquired	14852	Direct
2024-01-24	Common stock	S	1618	$21.64	Disposed	13234	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-01-20	Performance share units	$	M	5448	Disposed		Common stock (5448)	Direct

Footnotes

F1: Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance share units. This transaction was effected pursuant to durable automatic sale instructions consistent with the affirmative defense to liability under Section 10(b) of the Securities Exchange Act of 1934 under Rule 10b5-1(c) promulgated under such Act. Such instructions were included in the reporting person's restricted stock unit agreement dated January 3, 2023.

F2: Each performance share unit represents a contingent right to receive one share of the issuer's common stock.

F3: The PSUs were granted on January 3, 2023. The PSUs vest upon the achievement of a specified research milestone. The performance criteria for the specified research milestone was determined to have been met on January 20, 2024, resulting in the vesting of the PSUs. Vested shares will be delivered to the reporting person within three business days after such shares become vested.