X0306 4 2017-02-26 0 0001124140 EXACT SCIENCES CORP EXAS 0001247296 COWARD D SCOTT C/O EXACT SCIENCES CORP. 441 CHARMANY DRIVE MADISON WI 53719 0 1 0 0 SVP and General Counsel Common Stock 2017-02-26 4 M 0 21400 0.00 A 53794 D Common Stock 2017-02-27 4 S 0 7046 21.48 D 46748 D Common Stock 3363 I Held in 401(K) Account Restricted Stock Units 2017-02-26 4 M 0 21400 0.00 D Common Stock 21400 64200 D Represents shares of common stock received upon vesting of a restricted stock unit award. Represents 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 26, 2017. Each restricted stock unit represents a contingent right to receive one share of common stock. Represents a restricted stock unit award granted on February 26, 2016 that partially vested on February 26, 2017. The restricted stock units vest in four equal annual installments beginning on February 26, 2017. /s/ D. Scott Coward by Mark R. Busch, attorney-in-fact 2017-02-28