Exelixis (EXEL) director sells 99,574 shares after option exercise

Rhea-AI Filing Summary

Exelixis, Inc. director Jack L. Wyszomierski reported option exercises and share sales. On February 18, 2026, he exercised an option for 20,634 shares of common stock, converting an "Option (right to buy)" that had become fully exercisable on May 23, 2019.

On the same date, he sold 99,574 shares of Exelixis common stock at a weighted average price of $44.01 per share, in multiple trades ranging from $43.32 to $44.49, under a pre-established Rule 10b5-1 trading plan adopted on November 19, 2025. After these transactions, he directly owned 279,942 shares of common stock, including 9,812 shares that will be issued upon vesting of restricted stock units.

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

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

X

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^*

WYSZOMIERSKI JACK L

(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)
02/18/2026

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	02/18/2026		M		20,634	A	$19.77	379,516(1)	D
Common Stock	02/18/2026		S(2)		99,574	D	$44.01(3)	279,942(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)	$19.77	02/18/2026		M			20,634	05/23/2019(4)	05/22/2026	Common Stock	20,634	$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. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 19, 2025.

3. Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $43.32 to $44.49. 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.

4. The option, representing the right to purchase a total of 20,634 shares of Common Stock, became fully exercisable on May 23, 2019.

Remarks:

	/s/ Nina Ayer, Attorney in Fact	02/20/2026
	** 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 Jack L. Wyszomierski report on this Form 4?

Jack L. Wyszomierski reported exercising stock options and selling shares. He exercised an option for 20,634 Exelixis common shares, then sold 99,574 shares in open-market transactions, all on February 18, 2026 under a pre-arranged Rule 10b5-1 trading plan.

How many Exelixis (EXEL) shares did the director sell and at what price?

He sold 99,574 Exelixis common shares. The weighted average sale price was $44.01 per share, with individual trades executed between $43.32 and $44.49, as disclosed in the Form 4 footnotes detailing the transaction pricing range.

What stock options did the Exelixis (EXEL) director exercise in this Form 4?

He exercised an option representing the right to purchase 20,634 Exelixis common shares. The option had previously become fully exercisable on May 23, 2019, and the exercise on February 18, 2026 converted these derivative rights into common stock shares.

Was the Exelixis (EXEL) share sale made under a Rule 10b5-1 trading plan?

Yes, the reported sales were executed pursuant to a Rule 10b5-1 trading plan. The plan was adopted by Jack L. Wyszomierski on November 19, 2025, providing a pre-arranged framework for selling Exelixis common shares on February 18, 2026.

How many Exelixis (EXEL) shares does the director own after these transactions?

After the reported transactions, he directly owned 279,942 Exelixis common shares. This total includes 9,812 shares that will be issued upon vesting of restricted stock units, each RSU being economically equivalent to one share of common stock.

What RSU holdings are disclosed for the Exelixis (EXEL) director in this Form 4?

The filing states that 9,812 Exelixis restricted stock units are outstanding for the director. These RSUs will convert into an equal number of common shares upon vesting, with each RSU described as the economic equivalent of one share of common stock.