SEC Form 4 · accession 0001209191-17-067212
EXACT SCIENCES CORP · EXAS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin T Conroy
Officer — President and CEO · Director
Period of report
Dec 22, 2017
Accepted (ET)
Dec 26, 2017 · 4:18 pm EST
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 Stock | Dec 22, 2017 | M | 123,512 | $0.83 | A | 953,564 | D | |
| Common StockF1,F2 | Dec 22, 2017 | S | 96,447 | $52.368 | D | 857,117 | D | |
| Common StockF1,F3,F4 | Dec 22, 2017 | S | 27,065 | $53.355 | D | 830,052 | D | |
| Common Stock | holding | — | — | — | 24,990 | I | Held in 401(K) Account | |
| Common Stock | holding | — | — | — | 65,189 | I | Held in Grantor Retained Annuity Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $0.83 | Dec 22, 2017 | M | 123,512 | D | Mar 18, 2013 | Mar 18, 2019 | Common Stock | 123,512 | 500,843 | D |
Explanation of responses
- F1As previously announced by Exact Sciences Corporation in its Current Report on Form 8-K filed on August 11, 2017, the sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 10, 2017 which covers only the remaining portion of a stock option granted to Mr. Conroy in March 2009 that expires in March 2019.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.93 to $52.92, 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 (2) to this Form 4.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.94 to $53.82, 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 (3) to this Form 4.
- F4In addition to the shares of Common Stock and options to purchase Common Stock reported on this Form 4, which total 1,421,074 shares, Mr. Conroy also holds, in the aggregate, an additional 1,125,158 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.