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✔ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 Form 10 - K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Commission File Number : 000-29089 Delaware ( State or other jurisdiction of incorporation or organization ) Common Stock , $ .01 Par Value ( Title of each class ) Agenus Inc. ( exact name of registrant as specified in its charter ) to 3 Forbes Road , Lexington , Massachusetts 02421 ( Address of principal executive offices , including zip code ) Registrant's telephone number , including area code : ( 781 ) 674-4400 Securities registered pursuant to Section 12 ( b ) of the Act : AGEN ( Trading Symbol ) Securities registered pursuant to Section 12 ( g ) of the Act : None Large accelerated filer Non - accelerated filer 06-1562417 ( I.R.S. Employer Identification No. ) No > No Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No The Nasdaq Capital Market ( Name of each exchange on which registered ) Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes > No 000 Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Accelerated filer Smaller reporting company X | Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Î Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No The aggregate market value of Common Stock held by non - affiliates of the registrant as of June 30 , 2020 ( the last trading day of the registrant's second fiscal quarter of 2020 ) was : $ 670.5 million . There were 204,685,422 shares of the registrant's Common Stock outstanding as of March 15 , 2021 . DOCUMENTS INCORPORATED BY REFERENCE Portions of the Registrant's Definitive Proxy Statement relating to the 2021 Annual Meeting of Stockholders , which the registrant intends to file with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the end of the registrant's fiscal year ended December 31 , 2020 , are incorporated by reference into Part III of this Report .