HOLOGIC INC — Director's Dealing 2012

Sep 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HOLOGIC INC (HOLX)
CIK: 0000859737
Period of Report: 2012-09-06

Reporting Person: Harding David (SVP, International)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-09-06	Common Stock	S	17200	$20.19	Disposed	57169	Direct
2012-09-06	Common Stock	M	40564	$18.32	Acquired	97733	Direct
2012-09-06	Common Stock	S	40564	$20.15	Disposed	57169	Direct
2012-09-06	Common Stock	M	5456	$18.32	Acquired	62625	Direct
2012-09-06	Common Stock	S	5456	$20.17	Disposed	57169	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-09-06	Non-qualified Stock Option (Right to Buy)	$18.32	M	40564	Disposed	2013-01-23	Common Stock (40564)	Direct
2012-09-06	Non-qualified Stock Option (Right to Buy)	$18.32	M	5456	Disposed	2013-01-23	Common Stock (5456)	Direct

Footnotes

F1: The transaction reported herein reflects an aggregate of sales at prices ranging from $20.16 to $20.195, inclusive. The Reporting Person further undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full disclosure with respect to the number of shares sold at each separate price.

F2: The transaction reported herein reflects an aggregate of sales at prices ranging from $20.15 to $20.175, inclusive. The Reporting Person further undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full disclosure with respect to the number of shares sold at each separate price.

F3: The transaction reported herein reflects an aggregate of sales at prices ranging from $20.16 to $20.17, inclusive. The Reporting Person further undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full disclosure with respect to the number of shares sold at each separate price.

F4: This non-qualified stock option was originally issued pursuant to Cytyc Corporation's 2004 Omnibus Stock Plan on January 23, 2007 and became fully exercisable on October 22, 2007 in connection with the merger.

F5: Due to the acceleration of stock options in connection with the merger of Cytyc Corporation on October 22, 2007, any unvested Incentive Stock Options exceeding the guidelines set forth under Section 422(d) of the Internal Revenue Code shall be treated as Non-qualified Stock Options.

F6: This incentive stock option was originally issued pursuant to Cytyc Corporation's 2004 Omnibus Stock Plan on January 23, 2007 and became fully exercisable on October 22, 2007 in connection with the merger.