EXELIXIS, INC. — Director's Dealing 2021

May 15, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXELIXIS, INC. (EXEL)
CIK: 0000939767
Period of Report: 2021-05-12

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-10	Common Stock	G	40616	—	Disposed	1019067	Indirect
2021-05-12	Common Stock	M	50000	$4.20	Acquired	541813	Direct
2021-05-12	Common Stock	F	30278	$25.16	Disposed	511535	Direct
2021-05-14	Common Stock	G	19722	—	Disposed	491813	Direct
2021-05-14	Common Stock	G	19722	—	Acquired	1038789	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-12	Option (right to buy)	$4.2	M	50000	Disposed	2023-02-10	Common Stock (50000.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17728	Indirect

Footnotes

F1: Represents shares of Exelixis, Inc. common stock ("Common Stock") that the Reporting Person donated as a gift to a donor advised fund.

F2: Shares held by Michael M. Morrissey and Meghan D. Morrissey, Trustees of the Morrissey Family Living Trust dated July 21, 1994, as amended.

F3: Includes 491,813 shares of Common Stock that will be issued to the Reporting Person upon vesting of restricted stock units.

F4: Represents a "net exercise" of an outstanding stock option. The Reporting Person received 19,722 shares of Common Stock on the net exercise of a stock option to purchase 50,000 shares of Common Stock. The Issuer withheld 30,278 shares of Common Stock underlying the stock option for payment of the exercise price and tax withholding using a stock price on May 12, 2021 of $25.16.

F5: On May 14, 2021, the Reporting Person gifted 19,722 shares of Common Stock to Michael M. Morrissey and Meghan D. Morrissey, Trustees of the Morrissey Family Trust dated July 21, 1994, as amended.

F6: Represents shares of Common Stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of May 11, 2021.

F7: The option, representing the right to purchase a total of 150,000 shares of Common Stock, became fully exercisable on February 11, 2020.