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[Form 4] EXACT SCIENCES CORP Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Insider transaction summary: An officer of Exact Sciences Corporation sold 1,500 shares of common stock on 10/09/2025 at a price of $60 per share, leaving beneficial ownership of 14,085 shares reported on this form. The sale was executed under a written Rule 10b5-1 trading plan entered into on 03/03/2025, which the filer checked as applicable. In addition to the reported shares, the reporting person holds an aggregate 37,434 vested and unvested equity awards (options and restricted stock units), each restricted stock unit representing a contingent right to one share. The Form 4 was signed by an attorney-in-fact on 10/10/2025.

Positive
  • Transaction executed under a Rule 10b5-1 plan dated 03/03/2025, providing regulatory clarity
  • Officer retains substantial equity exposure: 14,085 shares plus 37,434 options and RSUs
Negative
  • Officer sold 1,500 shares, reducing direct reported holdings to 14,085 shares
  • Potential short-term selling pressure if additional awards vest or are exercised and then sold

Insights

Sale follows a pre-established Rule 10b5-1 plan; transparency improved.

The sale of 1,500 shares at $60 appears to have been executed under a Rule 10b5-1 trading plan dated 03/03/2025, which provides an affirmative defense against claims of trading on material nonpublic information when the plan meets regulatory conditions. Reporting the plan on the Form 4 increases disclosure clarity about the timing and intent of the transaction.

Dependence and risks include strict adherence to the plan terms and potential market perception of insider selling; monitor subsequent Form 4 filings and the remaining 37,434 equity awards for near-term vesting or additional sales that could further change insider ownership.

Officer retains meaningful equity exposure via shares and awards.

After the reported sale the officer beneficially owns 14,085 shares plus an aggregate 37,434 vested and unvested options/RSUs, indicating continued alignment with shareholder interests through ongoing equity exposure. Restricted stock units are described as contingent rights to receive one share each.

Key items to watch include the vesting schedule and exerciseability of the 37,434 awards and any future exercises or disposals that would affect dilution and the officer's realized ownership over the next 12 months.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Herriott James

(Last) (First) (Middle)
C/O EXACT SCIENCES CORP.
5505 ENDEAVOR LANE

(Street)
MADISON WI 53719

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EXACT SCIENCES CORP [ EXAS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, General Counsel & Sec
3. Date of Earliest Transaction (Month/Day/Year)
10/09/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/09/2025 S 1,500(1) D $60 14,085(2) D
Common Stock 1,556 I Held in 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The transaction reported in this field was effected pursuant to a Rule 10b5-1 trading plan entered into on March 3, 2025.
2. In addition to the shares of Common Stock reported on this Form 4, which total 15,641 shares, Mr. Herriott also holds, in the aggregate, an additional 37,434 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.
/s/ James Herriott by Mark Busch, attorney-in- fact 10/10/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the EXAS Form 4 filed for James Herriott report?

The Form 4 reports a sale of 1,500 Common Stock shares on 10/09/2025 at $60 per share and beneficial ownership of 14,085 shares afterward.

Was the sale by the EXAS officer part of a 10b5-1 plan?

Yes. The sale was reported as effected pursuant to a Rule 10b5-1 trading plan entered into on 03/03/2025.

How much additional equity compensation does the reporting person hold?

In addition to the reported shares, the reporting person holds an aggregate of 37,434 vested and unvested options and restricted stock units.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by James Herriott via attorney-in-fact Mark Busch on 10/10/2025.

Does the Form 4 disclose the nature of the restricted stock units?

Yes. Each restricted stock unit is described as a contingent right to receive one share of Common Stock.
Exact Sciences Corp

NASDAQ:EXAS

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EXAS Stock Data

13.19B
186.98M
0.91%
95.62%
3.88%
Diagnostics & Research
Services-medical Laboratories
Link
United States
MADISON