STOCK TITAN

Exact Sciences Corp 8-K Filings

EXAS NASDAQ

Every 8-K that Exact Sciences Corp (EXAS) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow EXAS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full EXAS filings page.

Rhea-AI Summary

Exact Sciences Corporation has been acquired by Abbott Laboratories and is now a direct, wholly owned subsidiary of Abbott. In the merger, each share of Exact common stock (other than dissenting and certain excluded shares) was converted into the right to receive $105.00 in cash, less applicable withholding taxes, resulting in total merger consideration of approximately $21 billion.

Following the merger, Exact’s common stock will be delisted from Nasdaq, and Exact plans to deregister its shares and suspend SEC reporting. Exact also repaid in full all obligations under its 2025 credit agreement. For holders of Exact’s various convertible notes due 2027, 2028, 2030 and 2031, the merger changed each note so that each $1,000 principal amount is now convertible solely into cash equal to the applicable conversion rate multiplied by $105.00. Exact’s prior board members and officers resigned at the effective time, and its certificate of incorporation and bylaws were amended and restated.

Rhea-AI Summary

Exact Sciences Corporation reports that all regulatory approvals and clearances needed to complete its planned merger with Abbott Laboratories have been obtained. Exact’s stockholders had previously approved the transaction at a special meeting on February 20, 2026. The merger, under which Exact will become a direct, wholly owned subsidiary of Abbott, is anticipated to close on March 23, 2026, subject to satisfaction or waiver of the remaining conditions in the merger agreement. The company also highlights typical merger-related risks, including potential delays, termination scenarios, transaction costs, business disruption, and possible litigation.

Rhea-AI Summary

Exact Sciences Corporation reported the results of a special shareholder meeting held to vote on its planned merger with Abbott Laboratories. Stockholders holding 128,906,310 shares, or 67.56% of shares entitled to vote as of the January 9, 2026 record date, were present, constituting a quorum.

Stockholders voted 128,431,562 shares for, 386,941 against, and 87,807 abstaining to adopt the Merger Agreement, effectively approving the merger with Abbott. An advisory proposal on merger-related executive compensation received 42,290,727 votes for and 85,655,344 against, so it was not approved. A proposal to permit adjournment of the meeting, if necessary, received 123,806,529 votes for and 4,845,599 against, and was approved. Completion of the merger remains subject to customary closing conditions, including required regulatory approvals.

Rhea-AI Summary

Exact Sciences reported record results for the fourth quarter and full year 2025. Revenue reached $878 million in Q4 and $3.25 billion for 2025, up 23% and 18% from 2024, driven by Screening revenue of $2.53 billion and Precision Oncology revenue of $717 million.

The company narrowed its full-year net loss to $208 million, from $1.03 billion in 2024, while delivering adjusted EBITDA of $400 million. Operating cash flow rose to $491 million and free cash flow to $357 million in 2025, with year-end cash, cash equivalents and marketable securities of $965 million.

Q4 2025 revenue was $695 million from Screening and $183 million from Precision Oncology, with a 70% gross margin and 73% adjusted gross margin. The company highlighted clinical progress for its Oncodetect and Oncoguard Liver tests and reminded investors of its pending merger with Abbott, which is targeted to close in the second quarter of 2026, subject to customary conditions.

Rhea-AI Summary

Exact Sciences Corporation is providing supplemental disclosures related to its pending all-cash merger with Abbott Laboratories, under which Exact stockholders are expected to receive $105.00 per share. The new details expand on Centerview Partners’ fairness analyses and Exact’s long-term financial projections.

Centerview’s methodologies produced implied equity value ranges that bracket or approach the $105.00 cash consideration when using different revenue multiples, net cash, and fully diluted share counts. Exact also shared projections showing revenue rising from $3,245 million in 2025E to $11,726 million in 2034E, with net income moving from a loss of $129 million in 2025E to $2,755 million in 2034E and adjusted EBITDA expanding from $410 million to $4,389 million over the same period.

The company notes stockholder lawsuits and demands challenging the adequacy of prior proxy disclosures and states it believes these claims are without merit, but is making the additional disclosures voluntarily to reduce litigation risk and avoid potential delays to closing.

Rhea-AI Summary

Exact Sciences Corporation agreed to be acquired by Abbott Laboratories in an all-cash merger. Each share of Exact common stock will be converted at closing into the right to receive $105.00 in cash, subject to the terms and conditions of the merger agreement. Exact’s board of directors unanimously approved the deal and plans to recommend that stockholders adopt the merger agreement.

The transaction must be approved by a majority of Exact’s outstanding shares and obtain required antitrust and other regulatory clearances, with no law or order prohibiting completion. The merger agreement includes customary covenants restricting Exact’s ability to seek alternative transactions and requires Exact to operate in the ordinary course until closing. Either side can terminate under specified circumstances, including if the merger is not completed by November 19, 2026, and Exact may owe Abbott a termination fee of $628,694,446 in certain situations, such as accepting a superior proposal.

Rhea-AI Summary

Exact Sciences Corporation announced its financial results for the quarter ended September 30, 2025, and furnished the related press release as Exhibit 99.1.

The information in this report and Exhibit 99.1 is being furnished, not filed, under Item 2.02 of Form 8-K. Item 9.01 lists the exhibits, including Exhibit 99.1 and the Inline XBRL cover page labeled as Exhibit 104.