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EXACT SCIENCES CORP Director's Dealing 2014

May 6, 2014

30597_dirs_2014-05-06_cf1bbfb8-f555-4d10-a4d7-433b42ced242.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXACT SCIENCES CORP (EXAS)
CIK: 0001124140
Period of Report: 2014-05-05

Reporting Person: Megan William J. (SVP, Finance & PFO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-04-30 Common Stock A 2522 $9.32 Acquired 2522 Direct
2014-05-05 Common Stock P 10000 $11.792 Acquired 12522 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 3940 Indirect

Footnotes

F1: Represents shares purchased through Employee Stock Purchase Plan.

F2: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.769 to $11.80, inclusive. The reporting person undertakes to provide Exact Sciences Corporation, any security holder of Exact Sciences Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.