SEC Form 4 · accession 0001209191-18-014143
EXACT SCIENCES CORP · EXAS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Graham Peter Lidgard
Officer — Chief Science Officer
Period of report
Feb 23, 2018
Accepted (ET)
Feb 27, 2018 · 6:24 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 StockF1 | Feb 23, 2018 | M | 11,575 | $0.00 | A | 205,524 | D | |
| Common StockF2 | Feb 23, 2018 | M | 20,250 | $21.68 | A | 225,774 | D | |
| Common StockF3,F4 | Feb 23, 2018 | S | 14,500 | $39.597 | D | 211,274 | D | |
| Common StockF3,F5 | Feb 23, 2018 | S | 5,750 | $40.21 | D | 205,524 | D | |
| Common StockF1 | Feb 24, 2018 | M | 8,250 | $0.00 | A | 213,774 | D | |
| Common StockF6 | Feb 26, 2018 | S | 7,178 | $42.338 | D | 206,596 | D | |
| Common Stock | holding | — | — | — | 12,340 | 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 UnitsF7,F8 | — | Feb 23, 2018 | M | 11,575 | D | — | — | Common Stock | 11,575 | 34,725 | D |
| Stock Option (right to buy)F9 | $21.68 | Feb 23, 2018 | M | 20,250 | D | — | — | Common Stock | 20,250 | 60,750 | D |
| Restricted Stock UnitsF7,F10 | — | Feb 24, 2018 | M | 8,250 | D | — | — | Common Stock | 8,250 | 0 | D |
Explanation of responses
- F1Represents shares of common stock received upon vesting of a restricted stock unit award.
- F10Represents a restricted stock unit award granted on February 24, 2014 that partially vested on February 24, 2018. The restricted stock units vest in four equal annual installments beginning on February 24, 2015.
- F2Represents shares of common stock received upon exercise of a stock option award.
- F3The 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.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.00 to $39.96, 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.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.90, 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 (5) to this Form 4.
- F6Represents 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 February 23, 2018 and February 24, 2018.
- F7Each restricted stock unit represents a contingent right to receive one share of common stock.
- F8Represents a restricted stock unit award granted on February 23, 2017 that partially vested on February 23, 2018. The restricted stock units vest in four equal annual installments beginning on February 23, 2018.
- F9This option vests in four equal annual installments beginning on February 23, 2018.