Net Income (Loss) Per Share

9 Months Ended

Sep. 30, 2025

Note C – Net Income (Loss) Per Share

The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except for per share data):


	Three Months Ended September 30,					Nine Months Ended September 30,
	2025		2024			2025		2024
Amounts used for basic and diluted per share calculations:
Net income (loss) attributable to Agenus Inc. common stockholders	$	63,860	$	(66,440	)	$	10,531	$	(181,514	)

Weighted average number of Agenus Inc. common shares outstanding - basic		31,886		21,550			28,184		20,995

Effect of potentially dilutive securities:
Share based compensation awards		914		—			22		—
Warrants		58		—			58		—
Weighted average number of Agenus Inc. common shares outstanding - diluted		32,858		21,550			28,264		20,995

Net income (loss) attributable to Agenus Inc. per common share:
Basic	$	2.00	$	(3.08	)	$	0.37	$	(8.65	)
Diluted	$	1.94	$	(3.08	)	$	0.37	$	(8.65	)

Basic net income (loss) per common share is calculated by dividing the net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Amended and Restated Directors’ Deferred Compensation Plan, or “DDCP”). Diluted income (loss) per common share is calculated by dividing income (loss) attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our DDCP) plus the dilutive effect of outstanding instruments such as warrants, stock options, non-vested shares and convertible preferred stock. Because we reported a net loss attributable to common stockholders for the three and nine months ended September 30, 2024, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. The following securities (listed on an as-if-converted-to-Common-Stock basis) have been excluded from the computation of diluted weighted average shares outstanding as of September 30, 2025 and 2024, as they would be anti-dilutive (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Warrants		974		965		974		965
Stock options		4,429		3,313		5,125		3,313
Non-vested shares		74		36		90		36
Series A-1 convertible preferred stock		17		17		17		17