Equity Awards. Subject to approval by the Board, Executive shall be granted # an option to purchase 61,200 shares of Common Stock of the Company at the fair market value on the date of grant (the “Option”) # a restricted stock unit award for 13,600 shares of Common Stock of the Company (the “RSU”) and # a performance based restricted stock unit award for 6,000 shares of Common Stock of the Company (the “PSU”). The Option shall be governed in all respects by the terms of the governing equity plan documents and option agreement between Executive and the Company and shall be subject to a vesting schedule whereby 25% of the shares subject to the Option shall vest on the first anniversary of the Start Date, with the remaining shares vesting in equal monthly installments over the following three years thereafter, subject to Executive’s continuous service through such vesting date. The RSU

Equity Awards. On or about the Effective Date, Executive will be granted an option to purchase 100,000 shares of the Company’s common stock (the “Initial Option”) under the Company’s 2017 Incentive Award Plan (the “2017 Plan”). On or about the Effective Date, Executive will also be granted 50,000 restricted stock units (the “Initial RSUs”) under the 2017 Plan. The Initial Option will vest over a three year vesting schedule as follows: thirty-three percent (33%) of the Initial Option will vest on the first (1st) anniversary of the Effective Date and the remainder will vest in twenty-four (24) equal monthly installments thereafter, subject to Executive’s continued employment through each such vesting date. The Initial Option will have an exercise price equal to the “Fair Market Value” per share of the Company’s common stock on the date of grant (and for this purpose, “Fair Market Value” as of the grant date shall mean the closing sales price for a share of common stock as quoted on the Nasdaq Stock Market system for such date or, if there is no closing sales price for a share of common stock on the grant date, the closing sales price for a share of common stock on the last preceding date for which such quotation exists, as reported in The Wall Street Journal or such other source as the Board of Directors or its Compensation Committee deems reliable). The Initial RSUs will vest in three substantially equal annual installments on August 2, 2022, 2023 and 2024, subject to Executive’s continued employment through each such vesting date. The Initial Option shall be subject to the terms and conditions of the award agreement pursuant to which the award is granted. The Initial RSUs shall be subject to the terms and conditions of the 2017 Plan and the award agreement pursuant to which the award is granted. Executive shall be eligible to receive future equity awards as determined in the discretion of the Board of Directors.

Equity Grant. In addition, and subject to the approval of the Committee you will be granted (i) a nonstatutory stock option to purchase 200,000 shares of the Company’s common stock (the “Option”); and (ii) 200,000 restricted stock units (the “RSUs”) under the Company’s 2016 Equity Incentive Plan (as amended from time to time) (the “Plan”), subject to the terms of this paragraph, the Plan and the form of option and restricted stock unit agreements approved by the Board for use under the Plan (collectively, the “Equity Documents”). The Option will have a per share exercise price equal to the fair market value of the Company’s common stock on the grant date. The Option and the RSUs will vest and become exercisable over a four-year period with 25% of the shares subject to the Option and the RSUs vesting on each of the first four anniversaries of your Start Date, subject to your continued employment with the Company.

Equity Compensation. During the Employment Term, Executive will be eligible to receive equity and equity-based awards in the discretion of the Board or the Compensation Committee and on such terms and conditions as are determined by the Board or the Compensation Committee in its discretion. At the earliest practicable time after the Start Date, the Company will recommend to “”the Board that Executive be granted # an option to purchase 195,000 shares of the of the Company’s common stock at an exercise price equal to the fair market value per share on the date of the grant (the “Option”) and # a one-time grant of restricted stock units with a grant date value of approximately $50,000 (the “RSUs”). The Stock Option will vest as to 25% of the shares on the first anniversary of the Start Date and in equal installments on a monthly basis over the three years following such anniversary and the RSU will vest in full on the first anniversary of the Start Date, in each case, subject to Executive’s continued employment through the applicable vesting date. Notwithstandign the foregoing, if Executive’s employment is terminated by the Company other than for Cause (as defined below) or Executive resigns for Good Reason (as defined below), in either case, prior to the first anniversary of the Start Date, the RSUs, to the extent then outstanding and unvested, will vest in full as of immediately prior to such termination. Any equity and equity-based awards granted to Executive will be governed by the terms and conditions of the applicable Company equity incentive plan(s), as in effect from time to time, and the award agreements governing such equity or equity-based awards (any such plan and award agreements, collectively, the “Equity Agreements”), which shall control in the event of any conflict with this Agreement.

Equity Award. On or as soon as practicable following the Effective Date, Executive shall receive an award of 100,000 restricted stock units (“RSU Award”) under the [[Company:Organization]] 2018 Omnibus Incentive Plan (the “Incentive Plan”), each restricted stock unit representing the right, subject to terms and conditions of the Incentive Plan and RSU Award to one share of Company common stock if and when the underlying RSU Award vests. The RSU Award will vest in three (3) equal installments as follows, subject to Executive’s continued employment through each applicable vesting date: # 33,333 RSU’s will vest on the first anniversary date of this Agreement; # 33,333 RSU’s will vest on the second anniversary date of this Agreement; and # 33,333 RSU’s will vest on the third anniversary date of this Agreement. The RSU Award will vest in full upon a Change in Control (as defined in the Incentive Plan), subject to Executive’s continued employment through the closing of such Change in Control. The RSU Award shall be subject to the terms and conditions of the Incentive Plan and become effective upon entry into a written award agreement by and between the Company and Executive. All other terms and conditions applicable to the Award shall be determined by the Board.

Equity Awards. On the Effective Date Executive’s acceptance of employment with the Company, Executive will be granted an option to purchase 37,500 shares of the Company’s common stock (the “Initial Option”) under the Company’s 2017 Incentive Award Plan (the “2017 Plan”). On the Effective Date, Executive will also be granted 37,500 restricted stock units (the “Initial RSUs”) under the Company’s 2017 Incentive Award Plan (the “2017 Plan”). The Initial Option will vest over a three year vesting schedule as follows: thirty-three percent (33%) of the Initial Option will vest on the first (1st) anniversary of the Effective Date and the remainder will vest in twenty-four (24) equal monthly installments thereafter, subject to Executive’s continued employment through each such vesting date. The Initial Option will have an exercise price equal to the “Fair Market Value” per share of the Company’s common stock on the date of grant (and for this purpose, “Fair Market Value” as of the grant date shall mean the closing sales price for a share of common stock as quoted on the Nasdaq Stock Market system for such date or, if there is no closing sales price for a share of common stock on the grant date, the closing sales price for a share of common stock on the last preceding date for which such quotation exists, as reported in The Wall Street Journal or such other source as the Board of Directors or its Compensation Committee deems reliable). The Initial RSUs will vest in three substantially equal annual installments on June 10, 2021, 2022 and 2023, subject to Executive’s continued employment through each such vesting date. The Initial Option shall be subject to the terms and conditions of the award agreement pursuant to which the award is granted. The Initial RSUs shall be subject to the terms and conditions of the 2017 Plan and the award agreement pursuant to which the award is granted. The Initial Option is being granted to Executive as an inducement material to Executive’s entering into employment with the Company and are intended to constitute an “employment inducement” award under Nasdaq Marketplace Rule 5635(c)(4). Executive shall be eligible to receive future equity awards as determined in the discretion of the Board of Directors.

Equity Awards. In connection with the commencement of the Executive’s employment hereunder, subject to the approval by the Committee, the Executive shall be granted # an option to purchase 300,000 shares of common stock of the Company with an exercise price equal to the fair market value of a share of common stock of the Company on the date of grant and # an award of 100,000 restricted stock units (the “RSUs”). To the maximum extent permitted under applicable law, the stock option will be an Incentive Stock Option that vests in equal annual increments over three years, with 100,000 options vesting on each of the first, second and third anniversary of the Effective Date. The RSUs will vest 100% in a single installment on the one-year anniversary of the Effective Date. These equity grants will be made under and subject to the terms of the Agenus Inc. 2019 Equity Incentive Plan and the applicable award agreements thereunder. At the discretion of the Committee, the Executive may be granted additional options to purchase shares of stock of the Company in the future, but nothing herein shall guarantee or require the Company to grant the Executive additional options or other equity incentive awards. Any options or other equity incentive awards granted to the Executive shall be governed by the terms of the applicable Company equity incentive plan, as amended from time to time, and any certificate or award agreement thereunder, and other restrictions generally applicable to Company stock options or other equity incentive awards.

Equity Awards. On the Effective Date, as a material inducement to Executive’s acceptance of employment with the Company, Executive will be granted # an option to purchase 370,370 shares of the Company’s common stock (the “Special Option”) and # an option to purchase 148,148 shares of the Company’s common stock (the “Initial Option”). On the Effective Date, Executive will also be granted 44,444 restricted stock units (the “Initial RSUs”) under the Company’s 2017 Incentive Award Plan (the “2017 Plan”). The Special Option will vest in a single installment on the third anniversary of the Effective Date, subject to Executive’s continued employment through such vesting date. The Initial Option will vest over a three year vesting schedule as follows: thirty-three percent (33%) of the Initial Option will vest on the first (1st) anniversary of the Effective Date and the remainder will vest in twenty-four (24) equal monthly installments thereafter, subject to Executive’s continued employment through each such vesting date. Both the Special Option and the Initial Option will have an exercise price equal to the “Fair Market Value” per share of the Company’s common stock on the date of grant (and for this purpose, “Fair Market Value” as of the grant date shall mean the closing sales price for a share of common stock as quoted on the Nasdaq Stock Market system for such date or, if there is no closing sales price for a share of common stock on the grant date, the closing sales price for a share of common stock on the last preceding date for which such quotation exists, as reported in The Wall Street Journal or such other source as the Board of Directors or its Compensation Committee deems reliable). The Initial RSUs will vest in three substantially equal annual installments on June 10, 2021, 2022 and 2023, subject to Executive’s continued employment through each such vesting date. Each of the Special Option and Initial Option shall be subject to the terms and conditions of the award agreement pursuant to which the award is granted. The Initial RSUs shall be subject to the terms and conditions of the 2017 Plan and the award agreement pursuant to which the award is granted. The Special Option and the Initial Option are being granted to Executive as an inducement material to Executive’s entering into employment with the Company and are intended to constitute an “employment inducement” award under Nasdaq Marketplace Rule 5635(c)(4). Executive shall be eligible to receive future equity awards as determined in the discretion of the Board of Directors.

Equity Awards. As soon as reasonably practicable after the [[Company:Organization]] 2014 Stock Incentive Plan, as amended in 2018, is approved by the Company's shareholders, the Company shall grant to the Executive Restricted Stock Units ("RSUs") and Stock Options ("Stock Options") pursuant to the agreements attached hereto as [Exhibits A] and B. The number of Shares subject to the RSUs and Stock Options (and the exercise price of the Stock Options) shall be based on the closing price of the Ordinary Shares of the Company on the Effective Date. RSUs granted pursuant to the Existing Agreement will continue to vest according to the schedule set forth therein and the underlying award agreements.

Initial equity award. An initial option to purchase up to 26,600 shares of the Company’s common stock and an initial grant of 5,700 restricted stock units (RSUs) will be granted under the Company’s 2018 Equity Incentive Plan (the “Plan”) automatically without any further action on the part of the Board or the Compensation Committee on the date the person becomes a director of the Company. The option shall have an exercise price equal to the Fair Market Value (as defined in the Plan) on the date of grant and shall vest and become exercisable in equal monthly installments over 36 months of continuous service provided by such member of the Board of Directors. The RSUs are subject to a three-year vesting schedule with one-third of the shares subject to the RSU vesting each year, subject to the director’s continuous service. The equity awards will become fully vested and exercisable in the event that the Company is subject to a change in control.