Conroy Kevin T 4

What Happened

• Kevin T. Conroy, President & CEO and a director of Exact Sciences (EXAS), had multiple holdings cancelled or surrendered to the issuer on March 23, 2026 in connection with the company's merger with Abbott. The filing shows dispositions totaling 2,414,643 shares (including derivative awards/options cancelled) and an award/acquisition of 119,312 shares (recorded at $0).
• Many cancelled awards and shares were converted under the Merger Agreement into the merger consideration (the Form 4 footnotes reference a $105.00 per-share Merger Consideration for outstanding common shares/PSUs), implying a gross value on the cancelled 2.41M shares of roughly $253.5 million, subject to the specific conversion/settlement rules and tax withholding. Some RSUs granted after Nov 19, 2025 were instead assumed by Abbott as Parent RSUs on adjusted terms.

Key Details

• Transaction date: March 23, 2026 (Effective Time of the Merger per footnote F1).
• Reported actions: one award/acquisition of 119,312 shares (A); multiple dispositions to the issuer (D) totaling 2,414,643 shares, several marked as derivative cancellations.
• Approximate cash value: ~2,414,643 × $105 = ~$253.5M (approximate; actual payout varies by award type, tax withholding, and option strike adjustments).
• Notable footnotes: F1 (merger effective), F2/F3/F5/F7/F14 (PSUs/RSUs/options were either converted to cash, cancelled, or assumed by Parent depending on grant date and instrument); F2 specifically notes PSUs were paid $105.00 each.
• Shares owned after transaction: the filing does not list a simple post-transaction common-stock balance; the filing shows Conroy received/retained certain Parent/assumed awards (119,312) while other holdings were converted/cancelled per merger terms.
• Filing timeliness: Form 4 was filed on the same date as the transactions (March 23, 2026); no late filing flag is indicated.

Context

• These were not open-market sales. The dispositions are due to the merger—outstanding common stock, PSUs, RSUs and certain options were cancelled or converted under the Merger Agreement rather than sold on the market. Derivative disposals reflect cancellation/conversion of awards or options (some in-the-money options were converted to cash per F5).
• For retail investors: such merger-driven cancellations are routine corporate actions and do not necessarily signal the insider’s view of future performance; the cash/assumed-share outcome depends on the award type and the merger conversion mechanics described in the footnotes.