Smith Julie 4

4 · EXELIXIS, INC. · Filed Feb 19, 2026

AI-generated summary of this filing

Updated Feb 20, 2026

Exelixis (EXEL) Director Julie Smith Exercises Options, Sells Shares

What Happened

Julie Smith, a director of Exelixis, exercised stock options to acquire a total of 106,539 shares (42,422 + 44,087 + 20,030) and sold those same shares in open-market transactions.
Proceeds from the sales totaled about $4,687,346. The aggregate cash paid to exercise the options was about $2,060,954, so gross proceeds minus exercise cost was roughly $2,626,392 (before taxes/fees).
Transaction codes: M = option exercise (acquired shares); S = open-market sale (disposed shares). Several entries also show derivative dispositions recorded at $0.00 reflecting the conversion/surrender of derivative instruments on exercise.

Key Details

Dates: Feb 17–18, 2026.
- 02/17: Exercised 42,422 shares at $18.19 (cost $771,656) and sold those shares at $43.33 (proceeds $1,838,145).
- 02/18: Exercised 44,087 shares at $19.39 (cost $854,847) and sold those shares at $44.50 (proceeds $1,961,872).
- 02/18: Exercised 20,030 shares at $21.69 (cost $434,451) and sold those shares at $44.30 (proceeds $887,329).
Total acquired by exercise: 106,539 shares. Total sold: 106,539 shares. Net change in immediately held common shares from these transactions: effectively zero.
Footnotes of note:
- F1: Reporting person has 9,812 RSUs that will be issued upon vesting (each equals one share).
- F2: Sales occurred in multiple transactions; reporting person will provide per‑price breakdown on request.
- F3–F5: The options exercised became fully exercisable on 5/26/2022, 6/1/2023 and 5/31/2024 respectively.
Filing was submitted Feb 19, 2026 for transactions on Feb 17–18, 2026 — appears timely (Form 4s are generally due within two business days).

Context

This pattern (exercise followed by immediate open‑market sale) is a common cashless exercise / sell-to-cover approach used by insiders to realize gains and/or cover option exercise costs and taxes. It does not, by itself, indicate a change in long-term sentiment.
The reporting shows the options were fully vested/ exercisable prior to these transactions (per footnotes). The RSUs noted remain subject to vesting and are separate from the exercised options.

Form 4

Period: 2026-02-17

Director

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-17$18.19/sh+42,422$771,656→ 63,012 total
Sale
Common Stock
[F2][F1]
2026-02-17$43.33/sh−42,422$1,838,145→ 20,590 total
Exercise/Conversion
Common Stock
[F1]
2026-02-18$19.39/sh+44,087$854,847→ 64,677 total
Sale
Common Stock
[F1]
2026-02-18$44.50/sh−44,087$1,961,872→ 20,590 total
Exercise/Conversion
Common Stock
[F1]
2026-02-18$21.69/sh+20,030$434,451→ 40,620 total
Sale
Common Stock
[F1]
2026-02-18$44.30/sh−20,030$887,329→ 20,590 total
Exercise/Conversion
Option (right to buy)
[F3]
2026-02-17−42,422→ 0 total
Exercise: $18.19From: 2022-05-26Exp: 2029-05-25→ Common Stock (42,422 underlying)
Exercise/Conversion
Option (right to buy)
[F4]
2026-02-18−44,087→ 0 total
Exercise: $19.39From: 2023-06-01Exp: 2030-05-31→ Common Stock (44,087 underlying)
Exercise/Conversion
Option (right to buy)
[F5]
2026-02-18−20,030→ 0 total
Exercise: $21.69From: 2024-05-31Exp: 2031-05-30→ Common Stock (20,030 underlying)

Footnotes (5)

[F1]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.
[F2]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.
[F3]The option, representing the right to purchase a total of 42,422 shares of Common Stock, became fully exercisable on May 26, 2022.
[F4]The option, representing the right to purchase a total of 44,087 shares of Common Stock, became fully exercisable on June 1, 2023.
[F5]The option, representing the right to purchase a total of 20,030 shares of Common Stock, became fully exercisable on May 31, 2024.

Signature

/s/ Nina Ayer, Attorney in Fact|2026-02-19

1 file