EXELIXIS, INC. — Director's Dealing 2018

May 5, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXELIXIS, INC. (EXEL)
CIK: 0000939767
Period of Report: 2018-05-03

Reporting Person: Schwab Gisela (Pres Prod Dev & Med Aff & CMO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-03	Common Stock	M	22500	$5.50	Acquired	300788	Direct
2018-05-03	Common Stock	S	7800	$22.36	Disposed	292988	Direct
2018-05-03	Common Stock	S	14700	$23.47	Disposed	278288	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-05-03	Option (right to buy)	$5.5	M	22500	Disposed	2018-09-27	Common Stock (22500.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	14505	Indirect

Footnotes

F1: Includes 90,000 shares of Exelixis, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units and 1,008 shares of common stock acquired on April 30, 2018, pursuant to the Exelixis, Inc. 2000 Employee Stock Purchase Plan.

F2: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 2, 2018.

F3: Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $21.95 to $22.90. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., 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 footnote 3 to this Form 4.

F4: Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $22.98 to $23.75. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., 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 footnote 4 to this Form 4.

F5: Represents shares of Exelixis, Inc. common stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of May 2, 2018.

F6: The option, representing the right to purchase a total of 112,500 shares of Exelixis, Inc. common stock, became fully exercisable on September 28, 2015.