SEC Form 4 · accession 0001209191-17-055247
EXACT SCIENCES CORP · EXAS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
D Scott Coward
Officer — SVP and General Counsel
Period of report
Sep 29, 2017
Accepted (ET)
Oct 3, 2017 · 5:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001124140
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 29, 2017 | M | 4,688 | $0.00 | A | 64,991 | D | |
| Common StockF2 | Oct 2, 2017 | S | 2,231 | $47.147 | D | 62,760 | D | |
| Common StockF3,F4 | Oct 2, 2017 | S | 26,884 | $47.163 | D | 35,876 | D | |
| Common Stock | holding | — | — | — | 3,363 | I | Held in 401(K) Account |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | Sep 29, 2017 | M | 4,688 | D | — | — | Common Stock | 4,688 | 23,437 | D |
Explanation of responses
- F1Represents shares of common stock received upon vesting of a restricted stock unit award.
- F2Represents shares sold pursuant to a Sell-to-Cover Rule 10b5-1 Plan to pay withholding taxes due in connection with the vesting of certain restricted stock units on September 30, 2017.
- F3The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 1, 2017.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.641 to $47.530, inclusive. The reporting person undertakes to provide to Exact Sciences Corporation, any security holder of Exact Sciences Corporation, 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 this footnote (4) to this Form 4.
- F5Each restricted stock unit represents a contingent right to receive one share of common stock.
- F6Represents a restricted stock unit award granted on January 1, 2015 that partially vested on September 30, 2017. The restricted stock units vest as follows: one-quarter on the first anniversary of the grant date and the balance in equal quarterly installments over the three year period beginning on the one-year anniversary of the grant date.