EXACT SCIENCES CORP — Director's Dealing 2018

Jan 4, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXACT SCIENCES CORP (EXAS)
CIK: 0001124140
Period of Report: 2018-01-02

Reporting Person: COWARD D SCOTT (SVP and General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-10-31	Common Stock	A	1682	$5.95	Acquired	37558	Direct
2018-01-02	Common Stock	M	4687	$0.00	Acquired	42245	Direct
2018-01-03	Common Stock	S	1665	$52.537	Disposed	40580	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-02	Restricted Stock Units	$	M	4687	Disposed		Common Stock (4687)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3363	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 on December 31, 2017 and delivered on January 2, 2018.

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 December 31, 2017.

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 January 1, 2015 that partially vested on December 31, 2017 and which shares were delivered on January 2, 2018. The restricted stock units vest as follows: one-quarter on the first anniversary of the grant date and the balance in equal quarterly installments over the three year period beginning on the one-year anniversary of the grant date.