EXELIXIS, INC. — Director's Dealing 2020

May 16, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXELIXIS, INC. (EXEL)
CIK: 0000939767
Period of Report: 2020-05-15

Reporting Person: MORRISSEY MICHAEL (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-15	Common Stock	M	100000	$6.21	Acquired	185985	Direct
2020-05-15	Common Stock	F	64065	$25.76	Disposed	121920	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-15	Option (right to buy)	$6.21	M	100000	Disposed	2022-09-15	Common Stock (100000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	853639	Indirect
Common Stock	17728	Indirect

Footnotes

F1: Includes 85,985 shares of Exelixis, Inc. common stock ("Common Stock") that will be issued to the Reporting Person upon vesting of restricted stock units.

F2: Represents a "net exercise" of an outstanding stock option. The Reporting Person received 35,935 shares of Common Stock on the net exercise of a stock option to purchase 100,000 shares of Common Stock. The Issuer withheld 64,065 shares of Common Stock underlying the stock option for payment of the exercise price and tax withholding using a stock price on May 15, 2020 of $25.76.

F3: Shares held by Michael M. Morrissey and Meghan D. Morrissey, Trustees of the Morrissey Family Living Trust dated July 21, 1994, as amended.

F4: Represents shares of Common Stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of May 14, 2020.

F5: The option, representing the right to purchase a total of 500,000 shares of Common Stock, became fully exercisable on September 16, 2019.