Jeffrey Hessekiel - Apr 3, 2023 Form 4 Insider Report for EXELIXIS, INC. (EXEL)

Role
EVP, General Counsel & Sec
Signature
/s/ Nina Ayer, Attorney in Fact
Stock symbol
EXEL
Transactions as of
Apr 3, 2023
Transactions value $
-$573,661
Form type
4
Date filed
4/5/2023, 08:57 PM
Previous filing
Mar 3, 2023
Next filing
May 17, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EXEL Common Stock Award $0 +79.7K +15.11% $0.00 607K Apr 3, 2023 Direct F1, F2, F3
transaction EXEL Common Stock Options Exercise $205K +13.9K +2.29% $14.74 621K Apr 5, 2023 Direct
transaction EXEL Common Stock Sale -$779K -38.9K -6.27% $20.01 582K Apr 5, 2023 Direct F4, F5
holding EXEL Common Stock 999 Apr 3, 2023 By 401(k) F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction EXEL Option (right to buy) Options Exercise $0 -13.9K -20% $0.00 55.7K Apr 5, 2023 Common Stock 13.9K $14.74 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
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.