X0306 4 2017-07-27 0 0001124140 EXACT SCIENCES CORP EXAS 0001201256 WYZGA MICHAEL S C/O EXACT SCIENCES CORP. 441 CHARMANY DRIVE MADISON WI 53719 1 0 0 0 Common Stock 2017-07-27 4 A 0 791 0.00 A 18376 D Deferred Stock Units 0.00 2017-07-27 4 A 0 5273 0.00 A Common Stock 5273 5273 D These shares of restricted stock were issued pursuant to the Company's non-employee director compensation policy. Represents deferred stock unit award issued pursuant to the Company's non-employee director compensation policy. Each deferred stock unit represents a contingent right to receive one share of common stock. These deferred stock units vest in full on the first anniversary of the grant date or, if earlier, the date of the next annual meeting of the Company's stockholders. Deferred stock units that become earned and vested are payable upon separation of service. /s/ Michael S. Wyzga by Mark R. Busch, attorney-in-fact 2017-07-31