EXELIXIS, INC. — Director's Dealing 2010

Jan 15, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXELIXIS INC (EXEL)
CIK: 0000939767
Period of Report: 2010-01-14

Reporting Person: RIVERA LUPE M (EVP, Operations)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-01-14	Stock Option (right to buy)	$7.14	A	60000	Acquired	2020-01-13	Common Stock (60000)	Direct
2010-01-14	Restricted Stock Units	$	A	10000	Acquired		Common Stock (10000)	Direct

Footnotes

F1: Options granted pursuant to Issuer's 2000 Equity Incentive Plan. Twenty five percent (25%) of the shares vest one year from the grant date, and the remaining shares vest in 36 equal monthly installments thereafter.

F2: Each Restricted Stock Unit represents a contingent right to receive one share of Issuer's common stock.

F3: Restricted Stock Units granted pursuant to Issuer's 2000 Equity Incentive Plan. 1/4th of the original number of shares subject to the Restricted Stock Units will vest on February 15, 2011 and thereafter as to 1/16th of the original number of shares subject to the Restricted Stock Units on each succeeding May 15, August 15, November 15 and February 15. Vested shares will be delivered to the reporting person on the vesting date, provided that delivery may be delayed pursuant to the terms of the award agreement.