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Material updates from SEC filings (8-K, 10-Q, 10-K) ranked by impact, with no firehose noise.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Departure of Principal Accounting Officer On May 12, 2026, Austin Charette, Senior Director, Financial Reporting and Compliance and Principal Accounting Officer of Agenus Inc. (the "Company"), informed the Company he will be resigning effective May 29, 2026. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registr…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Other Events. On March 24, 2026, the United States District Court for the District of Massachusetts issued a Memorandum and Order in Byron Olsen, Individually and on Behalf of All Others Similarly Situated v. Agenus Inc., Garo H. Armen, Christine M. Klaskin, Steven J. O'Day, and Todd Yancey, Civil Action No. 24-CV-12299-AK, a putative securities class action alleging violations of the federal securities laws in connection with the Company’s public disclosures. The court granted defendants’ mo…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Completion of Acquisition or Disposition of Assets. As previously disclosed, on June 3, 2025, Agenus Inc. (the “Company”) and its wholly-owned subsidiary Agenus West, LLC (“Agenus West” and together with the Company, “Agenus”) entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Zydus Pharmaceuticals (USA) Inc. (subsequently assigned to Zydilac Bio, LLC, “Zydus”), a wholly-owned subsidiary of Zydus Lifesciences Limited, for the sale to Zydus of substantially all of the ass…
Unregistered Sales of Equity Securities. As previously disclosed, on June 3, 2025, and in connection with the execution of the Purchase Agreement referred to in Item 2.01, the Company and Zynext Ventures USA LLC (“Zynext”), a wholly-owned subsidiary of ZyNext Ventures PTE. LTD Singapore, a wholly-owned subsidiary of Zydus Lifesciences Limited, entered into a Securities Purchase Agreement (the “SPA”), pursuant to which Zynext agreed to purchase 2,133,333 shares of the Company’s common stock (t…
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Principal Financial Officer Effective January 8, 2026, Agenus Inc.'s (the “Company”) Board of Directors appointed Dr. Garo Armen, the Company's current Chairman and Chief Executive Officer to serve as the Company's interim Chief Financial Officer ("CFO") and Principal Financial Officer. Dr. Armen, age 72, co-founded the Company in 19…
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: January 8, 2026 By: /s/ Garo H. Armen Garo H. Armen, Chairman and CEO
Entry into a Material Definitive Agreement. On January 3, 2026, Agenus Inc. (the “Company”), Agenus Royalty Fund, LLC and Agenus Holdings 2024, LLC entered into an amendment and release agreement (the “Amendment Agreement”) with Ligand Pharmaceuticals Incorporated (“Ligand”) related to a Purchase and Sale Agreement and related Warrant each previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on May 7, 2024. The Amendment Agreement provides for a release by Ligan…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Entry into a Material Definitive Agreement. Promissory Note Agreement On October 8, 2025, Agenus Inc. (“Agenus”) entered into a Promissory Note Agreement (the “Note”) with Zydus Pharmaceuticals (USA) Inc. (“Zydus”), a wholly owned subsidiary of Zydus Lifesciences Limited, for up to $10,000,000 (the “Principal Amount”). The Note bears interest at 3.81% per annum and matures upon the closing of the Asset Purchase Agreement and Securities Purchase Agreement signed by Agenus and Zydus on June 3,…
by reference. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: October 9, 2025 By: /s/ Garo H. Armen, Ph.D. Garo H. Armen, Ph.D., Chairman & CEO
Other Events. As previously announced on June 3, 2025, the Company and Zydus Pharmaceuticals (USA) Inc. entered agreements pursuant to which, (i) under an asset purchase agreement Zydus will acquire assets comprising the Company’s manufacturing operations, (ii) under a stock purchase agreement Zydus will acquire a minority position in the Company and (iii) under a license agreement Zydus will receive certain commercial rights in India and Sri Lanka relating to intellectual property associated…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Entry into a Material Definitive Agreement. Asset Purchase Agreement On June 3, 2025, Agenus Inc. (the “ Company ”) and its wholly-owned subsidiary Agenus West, LLC (“Agenus West” and together with the Company, “ Agenus ”) entered into an Asset Purchase Agreement (the “ Purchase Agreement ”) with Zydus Pharmaceuticals (USA) Inc. (“ Zydus ”), a wholly owned subsidiary of Zydus Lifesciences Limited, for the sale to Zydus of substantially all of the assets comprising Agenus’ manufacturing operat…
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
Entry into a Material Definitive Agreement. On February 20, 2025, Agenus Inc. (the “Company”) entered into an Amendment to Notes, Amendment of Warrants and Sale of New Warrants (the “Amendment”) with existing noteholders, pursuant to which the Company: • extended the maturity date of $10.5 million of senior subordinated promissory notes previously issued in 2015 (the “2015 Notes”) by sixteen months from February 20, 2025 to July 20, 2026; • increased the interest rate under the 2015 Notes fro…
Unregistered Sales of Equity Securities. The information provided above under
of the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on February 26, 2015 and such brief description is incorporated by reference herein. The securities issued in connection with the Amendment were issued in reliance on the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”), as a transaction not involving a public offering. Neither the New Warrants nor the underlying shares of comm…
Termination of a Material Definitive Agreement. In January 2015, Agenus Inc. (the “Company”) entered into a License, Development, and Commercialization Agreement (the “Agreement”) with Incyte Corporation (“Incyte”), under which Incyte licensed exclusive rights to certain immuno-oncology programs, including antibodies targeting GITR, OX40, TIM-3, LAG-3, and additional undisclosed targets. Incyte previously terminated the OX40 program (effective October 2023) and the GITR and an undisclosed pro…
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