FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ARMEN GARO H
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
(Last)          (First)          (Middle)

C/O AGENUS INC., 3 FORBES ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)

12/17/2020
(Street)

LEXINGTON, MA 02421
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)12/18/2020  A  4163 A$3.55 (2)421845 D  
Common Stock         125969 I See footnote. (3)
Common Stock         704046 I See footnote. (4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to buy) $3.7 12/17/2020  A   1900000     (5)12/17/2030 Common Stock 1900000 $0 1900000 D  

Explanation of Responses:
(1) As previously reported in Current Report on Form 8-K filed with the Securities and Exchange Commission on March 30, 2020, Garo H. Armen's salary is being paid in stock, in lieu of cash, for the balance of 2020. The amount reported herein represents the net amount of Dr. Armen's salary for the pay period ending December 18, 2020. Such shares are issued in accordance with the Agenus Inc. 2019 Equity Incentive Plan (the "2019 Plan") and are fully vested on the date of issuance.
(2) $3.55 is the closing price of our Common Stock on December 18, 2020, the payroll date for the pay period ending December 18, 2020.
(3) Shares are held in Dr. Armen's IRA accounts.
(4) Dr. Armen is trustee and has investment authority for the Garo Armen 2020 2 Year AG GRAT holder of 600,000 shares of our Common Stock. Dr. Armen is Chairman of the Board of Managers and a member of Antigenics LLC ("Antigenics") which as of the date of this report owns 4,046 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 Antigenics and Pixie and disclaims beneficial ownership to the extent of his pecuniary interest therein.
(5) Stock Option awarded in accordance with the 2019 Plan. One-third of the Stock Option vests on December 17, 2021, with the remaining vesting in eight equal quarterly installments thereafter; provided Dr. Armen maintains a service relationship with the Company through each such vesting date and in the event of Dr. Armen's death, disability or retirement, all of the unvested options will vest in full and become exercisable, and each stock option will remain exercisable for the lesser of (a) three years from the date of such event or (b) the end of the 10-year term of each such stock option.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
ARMEN GARO H
C/O AGENUS INC.
3 FORBES ROAD
LEXINGTON, MA 02421
X
Chairman and CEO

Signatures
/s/Evan D. Kearns. as Attorney-in-Fact for Garo H. Armen12/21/2020
**Signature of Reporting PersonDate

Agenus (NASDAQ:AGEN)
Historical Stock Chart
From Feb 2024 to Mar 2024 Click Here for more Agenus Charts.
Agenus (NASDAQ:AGEN)
Historical Stock Chart
From Mar 2023 to Mar 2024 Click Here for more Agenus Charts.