Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Moorin Jay
   2. Issuer Name and Ticker or Trading Symbol
AGILE THERAPEUTICS INC [AGRX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O PROQUEST INVESTMENTS, 2430 VANDERBILT BEACH ROAD, #108 - 190		 3. Date of Earliest Transaction (Month/Day/Year)
05/29/2014
(Street)

NAPLES, FL 34109		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/29/2014   C   164,417 A (2) 167,140 I See footnote (1)
Common Stock 05/29/2014   C   1,950,200 A (2) 2,117,340 I See footnote (7)
Common Stock 05/29/2014   C   460,350 A (2) 2,577,690 I See footnote (8)
Common Stock 05/29/2014   C   158,174 A $ 6 2,735,864 I See footnote (9)
Common Stock 05/29/2014   P   1,120,833 A $ 6 3,856,697 I See footnote (10)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A-1 Preferred Stock (2) 05/29/2014   C     117,441   (2)   (2) Common Stock 164,417 $ 0 0 I See footnote (1)
Series B Preferred Stock (2) 05/29/2014   C     1,393,000   (2)   (2) Common Stock 1,950,200 $ 0 0 I See footnote (3)
Series C Preferred Stock (2) 05/29/2014   C     328,821   (2)   (2) Common Stock 460,350 $ 0 0 I See footnote (4)
Warrants (right to buy) $ 10 05/29/2014   J(11)     141,825 12/30/2009 12/30/2019 Series A-1 Preferred Stock 141,825 $ 0 0 I See footnote (1)
Convertible Subordinated Notes $ 6 05/29/2014   C     $ 942,540.84   (5)   (5) Common Stock 158,174 $ 0 $ 0 I See footnote (6)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Moorin Jay
C/O PROQUEST INVESTMENTS
2430 VANDERBILT BEACH ROAD, #108 - 190
NAPLES, FL 34109		     X    
SCHREIBER ALAIN
C/O PROQUEST INVESTMENTS
2430 VANDERBILT BEACH ROAD, #108 - 190
NAPLES, FL 34109		     X    
ProQuest Investments III, L.P.
2430 VANDERBILT BEACH ROAD, #108 - 190
NAPLES, FL 34109		     X    
ProQuest Associates III LLC
2430 VANDERBILT BEACH ROAD, #108 - 190
NAPLES, FL 34109		     X    
ProQuest Investments IV, L.P.
2430 VANDERBILT BEACH ROAD, #108 - 190
NAPLES, FL 34109		     X    
ProQuest Associates IV LLC
2430 VANDERBILT BEACH ROAD, #108 - 190
NAPLES, FL 34109		     X    

Signatures

 /s/ Pasquale DeAngelis   06/02/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Owned by ProQuest Investments III, L.P.
(2) This class of preferred stock (i) converted on a 1.4-for-1 basis automatically upon the closing of the Issuer's initial public offering and (ii) had no expiration date.
(3) Of such shares, 1,400,000 are owned by ProQuest Investments III, L.P. and 550,200 are owned by ProQuest Investments IV, L.P.
(4) Of such shares, 330,486 are owned by ProQuest Investments III, L.P. and 129,864 are owned by ProQuest Investments IV, L.P.
(5) The notes converted automatically upon the Issuer's initial public offering. Absent conversion, the notes mature on the earier of (a) 10 days after written demand by a majority of the holders of the class of notes occuring after August 1, 2014, (b) consummation of a sale transaction as defined in the notes or (c) liquidation, dissolution or winding up of the Issuer.
(6) Of such amount, $676,652.12 is owned by ProQuest Investments III, L.P. and $265,888.72 is owned by ProQuest Investmemts IV, L.P.
(7) Of such shares, 1,567,140 are owned by ProQuest Investments III, L.P. and 550,200 are owned by ProQuest Investments IV, L.P.
(8) Of such shares, 1,897,626 are owned by ProQuest Investments III, L.P. and 680,064 are owned by ProQuest Investments IV, L.P.
(9) Of such shares, 2,011,179 are owned by ProQuest Investments III, L.P. and 724,685 are owned by ProQuest Investments IV, L.P.
(10) Of such shares, 2,677,846 are owned by Proquest Investements III, L.P. and 1,178,851 are owned by ProQuest Investments IV, L.P.
(11) Warrants expired unexercised for no value.

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