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    SEC Form 4: Armen Garo H sold $533,696 worth of Common Stock (82,107 units at $6.50) and exercised 119,178 units of Common Stock at a strike of $3.36, increasing direct ownership by 5% to 770,773 units to cover taxes

    9/14/21 5:30:36 PM ET
    $AGEN
    Biotechnology: Biological Products (No Diagnostic Substances)
    Health Care
    Get the next $AGEN alert in real time by email
    SEC FORM 4 SEC Form 4
    FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

    Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
    or Section 30(h) of the Investment Company Act of 1940
    OMB APPROVAL
    OMB Number: 3235-0287
    Estimated average burden
    hours per response: 0.5
      
    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
    1. Name and Address of Reporting Person*
    ARMEN GARO H

    (Last) (First) (Middle)
    C/O AGENUS INC.
    3 FORBES ROAD

    (Street)
    LEXINGTON MA 02421

    (City) (State) (Zip)
    2. Issuer Name and Ticker or Trading Symbol
    AGENUS INC [ AGEN ]
    5. Relationship of Reporting Person(s) to Issuer
    (Check all applicable)
    X Director 10% Owner
    X Officer (give title below) Other (specify below)
    Chairman and CEO
    3. Date of Earliest Transaction (Month/Day/Year)
    09/13/2021
    4. If Amendment, Date of Original Filed (Month/Day/Year)
    6. Individual or Joint/Group Filing (Check Applicable Line)
    X Form filed by One Reporting Person
    Form filed by More than One Reporting Person
    Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
    1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
    Code V Amount (A) or (D) Price
    Common Stock(1) 09/13/2021 M 119,178 A $3.36 852,880 D
    Common Stock 09/13/2021 S 82,107 D $6.5(4) 770,773 D
    Common Stock 125,969 I See Footnote(2)
    Common Stock 579,000 I See Footnote(3)
    Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
    (e.g., puts, calls, warrants, options, convertible securities)
    1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
    Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
    Stock Option, right to buy $3.36 09/13/2021 M 119,178 12/14/2011 09/14/2021 Common Stock 119,178 $0.00 0 D
    Explanation of Responses:
    1. The options subject to the transaction reported on this Form 4 would have expired on September 14, 2021.
    2. Shares are held in Dr. Armen's IRA accounts.
    3. Dr. Armen is trustee and has investment authority for the Garo Armen 2020 2 Year AG GRAT holder of 479,000 shares of our Common Stock. Dr. Armen is a general partner in Pixie Partners, a General Partnership ("Pixie"), which as of the date of this report owns 100,000 shares of our Common Stock. Dr. Armen has a pecuniary interest in only a portion of the shares held by Pixie and disclaims beneficial ownership to the extent of his pecuniary interest therein.
    4. Represents sales of shares, as a consequence of the exercise of options, to cover Federal, state and local tax withholding requirements and the exercise price payment related to the option exercise. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $6.44 to $6.55. The Reporting Person undertakes to provide to the Issuer, any shareholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
    Remarks:
    /s/ Garo H. Armen 09/14/2021
    ** Signature of Reporting Person Date
    Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
    * If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
    ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
    Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
    Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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