EXACT SCIENCES CORP — Director's Dealing 2018

Mar 13, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXACT SCIENCES CORP (EXAS)
CIK: 0001124140
Period of Report: 2018-03-09

Reporting Person: Conroy Kevin T (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-03-09	Common Stock	M	24400	$0.00	Acquired	893898	Direct
2018-03-12	Common Stock	S	11459	$52.194	Disposed	882439	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-03-09	Restricted Stock Units	$	M	24400	Disposed		Common Stock (24400)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	25580	Indirect
Common Stock	65189	Indirect

Footnotes

F1: Represents shares of common stock received upon vesting of a restricted stock unit award.

F2: 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 March 9, 2018.

F3: In addition to the shares of Common Stock and restricted stock units reported on this Form 4, which total 997,608 shares, Mr. Conroy also holds, in the aggregate, an additional 1,316,622 vested and unvested options to purchase shares of Common Stock and restricted stock units, with each restricted stock unit representing a contingent right to receive one share of Common Stock.

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 March 9, 2015 that partially vested on March 9, 2018. The restricted stock units vest in four equal annual installments beginning on March 9, 2016.