HOLOGIC INC — Director's Dealing 2014

May 7, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HOLOGIC INC (HOLX)
CIK: 0000859737
Period of Report: 2014-05-05

Reporting Person: MUIR GLENN P (Executive VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-05	Common Stock	M	96000	$14.50	Acquired	911306	Direct
2014-05-05	Common Stock	S	96000	$22.98	Disposed	815306	Direct
2014-05-06	Common Stock	M	100000	$15.75	Acquired	915306	Direct
2014-05-06	Common Stock	S	100000	$23.58	Disposed	815306	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-05	Non-qualified Stock Option (Right to Buy)	$14.50	M	96000	Disposed	2015-11-13	Common Stock (96000)	Direct
2014-05-06	Non-qualified Stock Option (Right to Buy)	$15.75	M	100000	Disposed	2016-11-11	Common Stock (100000)	Direct

Footnotes

F1: The transaction reported herein reflects an aggregate of sales at prices ranging from $22.57 and $23.19, 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 purchased at each separate price.

F2: The transaction reported herein reflects an aggregate of sales at prices ranging from $23.26 and $23.70, 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 purchased at each separate price.

F3: The option becomes exercisable in five equal annual installments beginning November 13, 2009

F4: The option, issued pursuant to the 2008 Equity Incentive Plan, becomes exercisable in five equal annual installments beginning November 11, 2010.