5 unchanged sentences
Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables directors and officers to prearrange transactions in our securities in a manner that avoids concerns about initiating transactions while in possession of material nonpublic information.
−Removed: Each Rule 10b5-1 trading arrangement described below was entered into in accordance with the Company’s insider trading policy, and only permitted or permits transactions upon the expiration of the applicable mandatory cooling-off periods under Rule 10b5-1 of the Exchange Act.
−Removed: Actual transactions are required to be disclosed publicly in Section 16 filings with the SEC.
−Removed: The following table describes, for the quarterly period covered by this report, each trading arrangement for the sale or purchase of Company securities adopted or terminated by our directors and officers that is either (1) a contract, instruction or written plan
−Removed: intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement”) or (2) a “non-Rule 10b5-1 trading arrangement” (as defined in Item 408(c) of Regulation S-K):
−Removed: Action Taken (Date of Action)
−Removed: Type of Trading Arrangement
−Removed: Nature of Trading Arrangement
−Removed: Duration of Trading Arrangement
−Removed: Aggregate Number of Securities
−Removed: Sarah Gheuens, M.D., Ph.D.
−Removed: ( Chief Medical Officer, Head of Research & Development )
−Removed: Adoption ( February 25, 2025 )
−Removed: Rule 10b5-1 trading arrangement
−Removed: Through and including May 27, 2026
−Removed: Up to 98,067 shares
+Added: None of our directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the quarterly period covered by this report.
Incorporated by Reference
4 unchanged sentences
8-K 001-36014 March 3, 2023 3.1
+Added: 10.1# 2023 Stock Incentive Plan, as amended
+Added: S-8 333-288151 June 18, 2025 99.1
+Added: 10.2 Sublease A greement, dated June 5, 2025, between the Registrant and GNS Healthcare, Inc.
+Added: d/b/a Aitia (64 S idney Street)
31.1 Certification of principal executive officer pursuant to Rule 13a 14(a)/15d 14(a) of the Securities Exchange Act of 1934, as amended.
11 unchanged sentences
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101.INS) X
+Added: # Indicates management contract or compensatory plan or arrangement.
* This certification will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, or otherwise subject to the liability of that section.
2 unchanged sentences
AGIOS PHARMACEUTICALS, INC.
−Removed: May 1, 2025 By:
+Added: July 31, 2025 By:
/s/ Brian Goff
1 unchanged sentence
(principal executive officer)
−Removed: May 1, 2025 By:
+Added: July 31, 2025 By:
/s/ Cecilia Jones
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.