EXELIXIS, INC. — Director's Dealing 2023

Apr 6, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXELIXIS, INC. (EXEL)
CIK: 0000939767
Period of Report: 2023-04-03

Reporting Person: Hessekiel Jeffrey (EVP, General Counsel & Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-04-03	Common Stock	A	79719	—	Acquired	607435	Direct
2023-04-05	Common Stock	M	13930	$14.74	Acquired	621365	Direct
2023-04-05	Common Stock	S	38930	$20.01	Disposed	582435	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-04-05	Option (right to buy)	$14.74	M	13930	Disposed	2023-09-21	Common Stock (13930.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	999	Indirect

Footnotes

F1: Represents shares of Exelixis, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units. Each restricted stock unit is the economic equivalent of one share of Exelixis, Inc. common stock.

F2: The restricted stock units were granted to the Reporting Person on the Transaction Date pursuant to the Exelixis, Inc. 2017 Equity Incentive Plan. The restricted stock units will vest as to 1/4th of the original number of shares subject to the restricted stock unit award on May 15, 2024 and thereafter as to 1/4th of the original number of shares subject to the restricted stock unit award on each May 15th until fully vested.

F3: Includes 204,921 shares of Exelixis, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units.

F4: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 23, 2022.

F5: Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $20.00 to $20.06. 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 5 to this Form 4.

F6: Represents shares of Exelixis, Inc. common stock under the Exelixis, Inc. 401(k) Plan, pursuant to a plan statement dated as of March 31, 2023.

F7: The option, representing the right to purchase a total of 97,500 shares of Exelixis, Inc. common stock, became fully exercisable on September 22, 2020.