Kevin T. Conroy - Feb 23, 2024 Form 4 Insider Report for EXACT SCIENCES CORP (EXAS)

Role: President and CEO, Director
Signature: /s/ Kevin T. Conroy, by Mark R. Busch attorney-in-fact
Stock symbol: EXAS
Transactions as of: Feb 23, 2024
Transactions value $: -$2,105,942
Form type: 4
Date filed: 2/26/2024, 05:00 PM
Previous filing: Feb 23, 2024
Next filing: Feb 28, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	EXAS	Common Stock	Options Exercise	$1.44M	+103K	+8.28%	$13.96	1.34M	Feb 23, 2024	Direct	F1
transaction	EXAS	Common Stock	Tax liability	-$3.54M	-61.6K	-4.58%	$57.53	1.28M	Feb 23, 2024	Direct	F1, F2
holding	EXAS	Common Stock						27.9K	Feb 23, 2024	Held in 401(k) Plan
holding	EXAS	Common Stock						21.7K	Feb 23, 2024	Held in Grantor Retained Annuity Trust
holding	EXAS	Common Stock						21.7K	Feb 23, 2024	Held in Grantor Retained Annuity Trust
holding	EXAS	Common Stock						21.7K	Feb 23, 2024	Held in Grantor Retained Annuity Trust

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	EXAS	Stock Option (right to buy)	Options Exercise	$0	+103K		$0.00^*	0	Feb 23, 2024	Common Stock	103K	$13.96	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Mr. Conroy was awarded 102,837 stock options on Feb. 24, 2014. These stock options were not exercised during the 10-year term of the award. Under the terms of the options, they were automatically exercised on the day preceding the expiration date of the options, and 61,560 shares were withheld from Mr. Conroy to pay the exercise price and taxes due upon exercise of the options. As a result, Mr. Conroy increased his holdings of Exact Sciences shares by 41,277 shares or approximately 3%.
F2	In addition to the shares of Common Stock reported on this Form 4, which total 1,375,819 shares, Mr. Conroy also holds, in the aggregate, an additional 625,670 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.

Content

Mr. Conroy was awarded 102,837 stock options on Feb. 24, 2014. These stock options were not exercised during the 10-year term of the award. Under the terms of the options, they were automatically exercised on the day preceding the expiration date of the options, and 61,560 shares were withheld from Mr. Conroy to pay the exercise price and taxes due upon exercise of the options. As a result, Mr. Conroy increased his holdings of Exact Sciences shares by 41,277 shares or approximately 3%.

In addition to the shares of Common Stock reported on this Form 4, which total 1,375,819 shares, Mr. Conroy also holds, in the aggregate, an additional 625,670 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.