Merger cashes out Exact Sciences (EXAS) director’s shares at $105

Rhea-AI Filing Summary

Exact Sciences Corporation director Michael J. Barber reported disposing of all his company equity in connection with the closing of a cash merger with Abbott Laboratories. At the merger’s effective time, each share of Exact Sciences common stock was converted into the right to receive $105.00 in cash, without interest, under the Merger Agreement.

All restricted common stock and each deferred stock unit became fully vested, then were cancelled and converted into the right to receive the same $105.00 cash consideration per underlying share, less applicable tax withholding. Barber’s Form 4 shows issuer dispositions of deferred stock units and common stock, leaving him with no remaining Exact Sciences shares or deferred stock units.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Barber Michael J

Role Director

Type	Security	Shares	Price	Value
Disposition	Deferred Stock Units	7,422	$0.00	--
Disposition	Common Stock	7,738	$0.00	--
Disposition	Common Stock	5,398	$0.00	--

Holdings After Transaction: Deferred Stock Units — 0 shares (Direct); Common Stock — 5,398 shares (Direct)

Footnotes (1)

1. On March 23, 2026, pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 19, 2025, by and among Exact Sciences Corporation, a Delaware corporation (the "Issuer"), Abbott Laboratories, an Illinois corporation ("Parent"), and Badger Merger Sub I, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a direct, wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), on the terms and subject to the conditions set forth in the Merger Agreement, each share of the Issuer's common stock, par value $0.01 per share ("Common Stock"), issued and outstanding immediately prior to the Effective Time, with certain exceptions, was converted into the right to receive $105.00 in cash, without interest (the "Merger Consideration"). At the Effective Time, each share of Common Stock subject to vesting, repurchase or other lapse restriction and that was granted under an Issuer stock plan and outstanding as of immediately prior to the Effective Time was deemed to be fully vested and cancelled and converted into the right to receive the Merger Consideration, less any applicable tax withholding. Represents deferred stock unit award issued pursuant to the Company's non-employee director compensation policy (each a "DSU"). Each DSU represents a contingent right to receive one share of Exact Sciences Corporation common stock. At the Effective Time, each DSU outstanding as of immediately prior to the Effective Time was deemed to be fully vested and cancelled and converted into the right to receive the Merger Consideration in respect of each share of Common Stock subject to such DSU, less any applicable tax withholding.

Form 4 Insider Transactions: What Each Field Means →

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

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

Barber Michael J

(Last) (First) (Middle)

5505 ENDEAVOR LANE

(Street)

MADISON WISCONSIN 53719

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
EXACT SCIENCES CORP [ EXAS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/23/2026		D		7,738	D	(1)	5,398	D
Common Stock	03/23/2026		D		5,398	D	(2)	0	D

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
Deferred Stock Units(3)	$0	03/23/2026		D			7,422(4)	(4)	(4)	Common Stock	7,422	$0.00	0	D

Explanation of Responses:

1. On March 23, 2026, pursuant to the terms of that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 19, 2025, by and among Exact Sciences Corporation, a Delaware corporation (the "Issuer"), Abbott Laboratories, an Illinois corporation ("Parent"), and Badger Merger Sub I, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a direct, wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), on the terms and subject to the conditions set forth in the Merger Agreement, each share of the Issuer's common stock, par value $0.01 per share ("Common Stock"), issued and outstanding immediately prior to the Effective Time, with certain exceptions, was converted into the right to receive $105.00 in cash, without interest (the "Merger Consideration").

2. At the Effective Time, each share of Common Stock subject to vesting, repurchase or other lapse restriction and that was granted under an Issuer stock plan and outstanding as of immediately prior to the Effective Time was deemed to be fully vested and cancelled and converted into the right to receive the Merger Consideration, less any applicable tax withholding.

3. Represents deferred stock unit award issued pursuant to the Company's non-employee director compensation policy (each a "DSU"). Each DSU represents a contingent right to receive one share of Exact Sciences Corporation common stock.

4. At the Effective Time, each DSU outstanding as of immediately prior to the Effective Time was deemed to be fully vested and cancelled and converted into the right to receive the Merger Consideration in respect of each share of Common Stock subject to such DSU, less any applicable tax withholding.

	/s/ Michael Barber by Mark Busch, attorney-in- fact	03/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Exact Sciences (EXAS) director Michael J. Barber report?

Michael J. Barber reported issuer dispositions of his Exact Sciences equity. He disposed of deferred stock units and common stock in connection with a cash merger, resulting in no remaining Exact Sciences shares or deferred stock units held after the transactions were completed at the merger’s effective time.

How does the Abbott merger affect Exact Sciences (EXAS) common shareholders?

Each Exact Sciences common share was converted into the right to receive $105.00 in cash. This occurred at the merger’s effective time under the Merger Agreement, with the company becoming a wholly owned subsidiary of Abbott, and prior equity positions exchanged for the specified cash consideration per share.

What happened to restricted Exact Sciences (EXAS) stock at the merger effective time?

Each share of common stock subject to vesting, repurchase or other lapse restrictions became fully vested, then was cancelled and converted into the right to receive the $105.00 cash merger consideration per share, reduced only by any required tax withholding amounts at the effective time.

How were Exact Sciences (EXAS) deferred stock units treated in the Abbott merger?

Each deferred stock unit represented a contingent right to one share of Exact Sciences common stock. At the merger’s effective time, all outstanding deferred stock units fully vested, were cancelled, and converted into the right to receive $105.00 in cash for each underlying share, less applicable tax withholding.

Does Michael J. Barber retain any Exact Sciences (EXAS) equity after the merger?

No, the Form 4 indicates that after the issuer dispositions tied to the merger, Michael J. Barber’s reported holdings in Exact Sciences common stock and deferred stock units are zero. His prior equity awards were cancelled and converted into cash rights at the $105.00 per share merger price.

What corporate structure change occurred to Exact Sciences (EXAS) in this transaction?

Badger Merger Sub I, Inc. merged with and into Exact Sciences Corporation. Following this transaction, Exact Sciences survived as a direct, wholly owned subsidiary of Abbott Laboratories, with its previously outstanding common stock converted into contractual rights to receive cash consideration.