Conroy Kevin T. - 23 Dec 2025 Form 4 Insider Report for EXACT SCIENCES CORP (EXAS)

Signature
/s/ Kevin T. Conroy by Mark Busch, attorney-in- fact
Issuer symbol
EXAS
Transactions as of
23 Dec 2025
Net transactions value
-$34,165,599
Form type
4
Filing time
30 Dec 2025, 16:30:07 UTC
Previous filing
30 Dec 2025
Next filing
27 Feb 2026

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Conroy Kevin T President and CEO, Director C/O EXACT SCIENCES CORP., 5505 ENDEAVOR LANE, MADISON /s/ Kevin T. Conroy by Mark Busch, attorney-in- fact 30 Dec 2025 0001306119

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EXAS Common Stock Award $0 +244,931 +29% $0.000000 1,101,519 23 Dec 2025 Direct F1
transaction EXAS Common Stock Tax liability $11,721,315 -115,118 -10% $101.82 986,401 23 Dec 2025 Direct F2
transaction EXAS Common Stock Award $0 +138,326 +14% $0.000000 1,124,727 23 Dec 2025 Direct F3
transaction EXAS Common Stock Tax liability $6,619,725 -65,014 -5.8% $101.82 1,059,713 23 Dec 2025 Direct F2
transaction EXAS Common Stock Award $0 +330,674 $0.000000 155,417 23 Dec 2025 Direct F4
transaction EXAS Common Stock Tax liability $15,824,559 -155,417 -11% $101.82 1,234,970 23 Dec 2025 Direct F2, F5
holding EXAS Common Stock 28,806 23 Dec 2025 Held in 401(k) Plan
holding EXAS Common Stock 46,538 23 Dec 2025 Held in Grantor Retained Annuity Trust
holding EXAS Common Stock 86,750 23 Dec 2025 Held in Grantor Retained Annuity Trust
holding EXAS Common Stock 117,427 23 Dec 2025 Held in Grantor Retained Annuity Trust
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents performance-based restricted share units granted to the reporting person on February 24, 2023 and that were scheduled to vest or be forfeited based on the attainment of performance-based vesting conditions during the performance period ending on December 31, 2025. The vesting of the portion reflected herein was accelerated in order to mitigate the potential impact of Sections 280G and 4999 of the Internal Revenue Code of 1986, as amended, on the Issuer and certain of its employees in connection with the pending transactions contemplated by the Agreement and Plan of Merger, dated November 19, 2025, by and among the Issuer, Abbott Laboratories, and Badger Merger Sub I, Inc. (the "Section 280G Mitigation").
F2 Represents shares of Common Stock retained by the Issuer for tax withholding purposes in connection with the net-settlement on the issuance of shares of Common Stock in respect to the vesting of certain performance based restricted stock units.
F3 Represents performance-based restricted share units granted to the reporting person on February 26, 2024 and that were scheduled to vest or be forfeited based on the attainment of performance-based vesting conditions during the performance period ending on December 31, 2026. The vesting of the portion reflected herein was accelerated in connection with the Section 280G Mitigation.
F4 Represents performance-based restricted share units granted to the reporting person on February 24, 2025 and that were scheduled to vest or be forfeited based on the attainment of performance-based vesting conditions during the performance period ending on December 31, 2027. The vesting of the portion reflected herein was accelerated in connection with the Section 280G Mitigation.
F5 In addition to the shares of Common Stock reported on this Form 4, which total 1,514,491 shares, Mr. Conroy also holds, in the aggregate, an additional 663,578 vested and unvested options to purchase shares of Common Stock and restricted stock units, with each restricted stock unit representing a contingent right to receive one share of Common Stock