X0306 4 2016-11-11 0 0001124140 EXACT SCIENCES CORP EXAS 0001306119 Conroy Kevin T C/O EXACT SCIENCES CORP. 441 CHARMANY DRIVE MADISON WI 53719 1 1 0 0 President and CEO Common Stock 2016-11-11 4 M 0 600000 0.83 A 1340057 D Common Stock 2016-11-11 4 S 0 50000 17.68 D 1290057 D Common Stock 2016-11-14 4 S 0 275000 17.52 D 1015057 D Common Stock 2016-11-15 4 S 0 275000 17.36 D 740057 D Common Stock 2016-11-15 4 M 0 33075 9.07 A 773132 D Common Stock 23513 I Held in 401(K) Account Common Stock 65189 I Held in Grantor Retained Annuity Trust Stock Option (right to buy) 0.83 2016-11-11 4 M 0 600000 0.00 D 2013-03-18 2019-03-18 Common Stock 1618076 1018076 D Stock Option (right to buy) 9.07 2016-11-15 4 M 0 33075 0.00 D 2016-02-27 2022-02-27 Common Stock 127500 94425 D The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.60 to $17.75, 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 (1) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.10 to $17.79, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.20 to $17.56, 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. /s/ Kevin T. Conroy by Mark R. Busch, attorney-in-fact 2016-11-15