SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Buell Jennifer

(Last) (First) (Middle)
3 FORBES ROAD

(Street)
LEXINGTON MA 02421

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/11/2024
3. Issuer Name and Ticker or Trading Symbol
AGENUS INC [ AGEN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman Executive Council
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 13,670 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option, right to buy 05/12/2015 02/12/2025 Common Stock 1,225 $100.8 D
Stock Option, right to buy 02/12/2015 02/12/2025 Common Stock 525 $100.8 D
Stock Option, right to buy 03/31/2017 03/31/2026 Common Stock 5,000 $83.2 D
Stock Option, right to buy 03/31/2018 03/31/2027 Common Stock 6,250 $75.4 D
Stock Option, right to buy 11/07/2018 11/07/2028 Common Stock 6,500 $41.4 D
Stock Option, right to buy 06/19/2019 06/19/2029 Common Stock 15,000 $47.6 D
Stock Option, right to buy 12/24/2019 12/24/2029 Common Stock 24,999 $82.4 D
Stock Option, right to buy 06/15/2020 06/15/2030 Common Stock 500 $72.2 D
Stock Option, right to buy 12/17/2020 12/17/2030 Common Stock 44,999 $74 D
Stock Option, right to buy 06/16/2021(1) 01/01/2031 Common Stock 45,000 $63.6 D
Stock Option, right to buy 01/02/2022(2) 01/02/2032 Common Stock 7,500 $64.4 D
Stock Option, right to buy 01/09/2023(3) 01/09/2033 Common Stock 37,500 $47.4 D
Stock Option, right to buy 06/11/2024(4) 01/17/2034 Common Stock 37,500 $11.8 D
Explanation of Responses:
1. Options awarded in accordance with the Agenus Inc. 2019 Equity Incentive Plan (as amended) and vests over four years with one third vesting on the 2-year anniversary of the grant date (January 1, 2021) and the balance in equal quarterly installments thereafter.
2. Options awarded in accordance with the Agenus Inc. 2019 Equity Incentive Plan (as amended) and vests over three years with one third vesting on the one year anniversary of the grant date (January 1, 2022) and the balance in equal quarterly installments thereafter.
3. Options awarded in accordance with the Agenus Inc. 2019 Equity Incentive Plan (as amended) and vests over three years with one third vesting on the one year anniversary of the grant date (January 9, 2023) and the balance in equal quarterly installments thereafter.
4. Options were granted on January 17, 2024 subject to shareholder approval, which was obtained at the Company's annual shareholder meeting on June 11, 2024. Option awarded in accordance with the Agenus Inc. 2019 Amended and Restated Equity Incentive Plan, and vests over three years with one-third of the award vesting on January 16, 2025 and the balance vesting in equal quarterly installments thereafter. The Stock Options were granted prior to the 1 for 20 reverse stock split, representing 750,000 Stock Options with an exercise price of $0.59..
Christine M. Klaskin, by Power of Attorney 06/18/2024
** 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 5 (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.