EXACT SCIENCES CORP — Director's Dealing 2016

Jul 27, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXACT SCIENCES CORP (EXAS)
CIK: 0001124140
Period of Report: 2016-07-25

Reporting Person: LIDGARD GRAHAM PETER (Chief Science Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-02	Common Stock	A	2463	$5.95	Acquired	227592	Direct
2016-07-25	Common Stock	M	25000	$0.00	Acquired	252592	Direct
2016-07-26	Common Stock	S	7383	$14.82	Disposed	245209	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-07-25	Restricted Stock Units	$	M	25000	Disposed		Common Stock (25000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	11175	Indirect

Footnotes

F1: Represents shares purchased through Employee Stock Purchase Plan.

F2: Represents shares of common stock received upon vesting of a restricted stock unit award.

F3: Represents shares sold pursuant to a Sell-to-Cover Rule 10b5-1 Plan to pay withholding taxes due in connection with the vesting of certain restricted stock units on July 25, 2016.

F4: Each restricted stock unit represents a contingent right to receive one share of common stock.

F5: Represents a restricted stock unit award granted on July 25, 2013 that partially vested on July 25, 2016. The restricted stock units vest in three equal annual installments beginning on July 25, 2014.