Exelixis (EXEL) director Julie Smith nets 106,539-share option exercise and sale

Rhea-AI Filing Summary

EXELIXIS, INC. director Julie Smith reported combined option exercises and stock sales. On February 17–18, 2026, she exercised options covering a total of 106,539 shares of common stock at exercise prices of $18.19, $19.39 and $21.69 per share.

Over the same two days she sold 106,539 shares of Exelixis common stock in open-market transactions at prices including $43.33, $44.30 and $44.50 per share, resulting in a net sale position. After these trades she directly owned 20,590 shares of common stock, and a footnote states she also holds 9,812 restricted stock units that will settle into common shares upon vesting.

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

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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^*

Smith Julie

(Last) (First) (Middle)

C/O EXELIXIS, INC.

1851 HARBOR BAY PARKWAY

(Street)

ALAMEDA CA 94502

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EXELIXIS, INC. [ EXEL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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

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

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

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	02/17/2026		M		42,422	A	$18.19	63,012(1)	D
Common Stock	02/17/2026		S		42,422	D	$43.33(2)	20,590(1)	D
Common Stock	02/18/2026		M		44,087	A	$19.39	64,677(1)	D
Common Stock	02/18/2026		S		44,087	D	$44.5	20,590(1)	D
Common Stock	02/18/2026		M		20,030	A	$21.69	40,620(1)	D
Common Stock	02/18/2026		S		20,030	D	$44.3	20,590(1)	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
Option (right to buy)	$18.19	02/17/2026		M			42,422	05/26/2022(3)	05/25/2029	Common Stock	42,422	$0	0	D
Option (right to buy)	$19.39	02/18/2026		M			44,087	06/01/2023(4)	05/31/2030	Common Stock	44,087	$0	0	D
Option (right to buy)	$21.69	02/18/2026		M			20,030	05/31/2024(5)	05/30/2031	Common Stock	20,030	$0	0	D

Explanation of Responses:

1. Includes 9,812 shares of Exelixis, Inc. common stock ("Common Stock") that will be issued to the Reporting Person upon vesting of restricted stock units ("RSUs"). Each RSU is the economic equivalent of one share of Common Stock.

2. Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $44.30 to $44.44. Reporting Person undertakes to provide Exelixis, Inc., any security holder of Exelixis, Inc., 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 footnote 2 to this Form 4.

3. The option, representing the right to purchase a total of 42,422 shares of Common Stock, became fully exercisable on May 26, 2022.

4. The option, representing the right to purchase a total of 44,087 shares of Common Stock, became fully exercisable on June 1, 2023.

5. The option, representing the right to purchase a total of 20,030 shares of Common Stock, became fully exercisable on May 31, 2024.

Remarks:

	/s/ Nina Ayer, Attorney in Fact	02/19/2026
	** 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.

FAQ

What did Exelixis (EXEL) director Julie Smith report in this Form 4?

Julie Smith reported exercising stock options for 106,539 Exelixis shares and selling the same number in open-market transactions. The filing shows both the option exercise prices and the sale prices over two consecutive days.

How many Exelixis (EXEL) shares did Julie Smith sell in these transactions?

Julie Smith sold a total of 106,539 shares of Exelixis common stock in three open-market sale transactions. The reported sale prices included $43.33, $44.30 and $44.50 per share over February 17–18, 2026.

What option exercises did Julie Smith report for Exelixis (EXEL)?

She exercised stock options covering 106,539 Exelixis shares, with reported exercise prices of $18.19, $19.39 and $21.69 per share. These options had previously become fully exercisable on dates in 2022, 2023 and 2024.

How many Exelixis (EXEL) shares does Julie Smith own after these trades?

After the reported transactions, Julie Smith directly owned 20,590 shares of Exelixis common stock. A footnote also indicates she holds 9,812 restricted stock units that will convert into common shares when they vest.

Were Julie Smith’s Exelixis (EXEL) sales in the open market?

Yes. The Form 4 describes the transactions with code “S” as open-market or private sales of Exelixis common stock. One footnote notes a weighted average sale price with individual trades ranging from $44.30 to $44.44 per share.

What do the restricted stock units (RSUs) mean for Julie Smith’s Exelixis (EXEL) holdings?

The filing notes that 9,812 restricted stock units will be settled in Exelixis common stock when they vest. Each RSU is economically equivalent to one share, so vesting will increase her share count without additional purchase.