Bloomer Aaron 4
4 · EXACT SCIENCES CORP · Filed Mar 23, 2026
Research Summary
AI-generated summary of this filing
Exact Sciences (EXAS) CFO Aaron Bloomer Receives Award, Transfers Shares in Merger
What Happened
- Aaron Bloomer, CFO of Exact Sciences (EXAS), had 89,911 restricted/performance units deemed vested/awarded and recorded as an acquisition on 2026-03-23, and transferred a total of 171,554 shares (including derivative-based RSU/PSU interests) to the issuer/merger subsidiary the same day. Under the merger terms, each share was converted into the right to receive $105.00 in cash. The 89,911-unit award is worth about $9.44 million (89,911 × $105); the shares transferred total about $18.01 million (171,554 × $105). Payments are subject to applicable tax withholding.
Key Details
- Transaction date: March 23, 2026 (filing accession 0001193125-26-118759 filed same day).
- Price / consideration: $105.00 per share in cash under the Merger Agreement with Abbott Laboratories.
- Reported entries: A (award/acquisition) of 89,911 units @ $0.00; D (dispositions to issuer) of 138,679; 417; 4,395 (derivative); and 28,063 (derivative) — total dispositions = 171,554 shares.
- Shares owned after transaction: not specified on the provided Form 4 excerpt.
- Footnotes: conversions and cash payments arose from the Merger Agreement (Nov 19, 2025). PSUs/RSUs outstanding before the merger were deemed vested/converted to cash; certain RSUs granted on/after Nov 19, 2025 were assumed by Parent on adjusted terms. Payments are net of tax withholding.
Context
- These were not open-market sales but merger-related cash-outs: outstanding equity awards and common shares were canceled/converted into a cash merger consideration ($105/share) when Abbott completed its acquisition of Exact Sciences. Such transactions reflect deal mechanics rather than a routine insider sale or purchase.
Insider Transaction Report
Form 4Exit
Bloomer Aaron
EVP, Chief Financial Officer
Transactions
- Award
Common Stock
[F1][F2]2026-03-23+89,911→ 138,679 total - Disposition to Issuer
Common Stock
[F3]2026-03-23−138,679→ 0 total - Disposition to Issuer
Common Stock
[F3]2026-03-23−417→ 0 total(indirect: By 401(k)) - Disposition to Issuer
Restricted Stock Units
[F4][F6][F5]2026-03-23−4,395→ 0 total→ Common Stock (4,395 underlying) - Disposition to Issuer
Restricted Stock Units
[F4][F7][F8]2026-03-23−28,063→ 0 total→ Common Stock (28,063 underlying)
Footnotes (8)
- [F1]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.
- [F2]At the effective time of the Merger (the "Effective Time"), each performance based restricted stock unit ("PSU") outstanding as of immediately prior to the Effective Time was deemed to be fully vested, with any performance conditions deemed satisfied based on actual levels of achievement of applicable target levels as of November 19, 2025, and was cancelled and converted into the right to receive $105.00 in cash, without interest (the "Merger Consideration") in respect of each share of the Issuer's common stock, par value $0.01 per share ("Common Stock") subject to such PSU, less any applicable tax withholding.
- [F3]At the Effective Time, on the terms and subject to the conditions set forth in the Merger Agreement, each share of Common Stock, issued and outstanding immediately prior to the Effective Time, with certain exceptions, was converted into the right to receive the Merger Consideration.
- [F4]Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock.
- [F5]These RSUs vest in four equal annual installments beginning on February 27, 2026.
- [F6]At the Effective Time, each RSU granted before November 19, 2025 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 in respect of each share of Common Stock subject to such RSU, less any applicable tax withholding.
- [F7]At the Effective Time, each outstanding RSU as of immediately prior to the Effective Time that was granted on or after November 19, 2025 was assumed by Parent at the Effective Time as a Parent restricted stock unit on substantially the same terms and conditions as were applicable to the corresponding RSU (including with respect to double-trigger vesting protections), with the number of Parent common shares underlying such Parent restricted stock unit determined based on the Merger Consideration divided by the average closing price of a Parent common share for the 10 consecutive trading days ending on and including the trading day immediately preceding the Effective Time.
- [F8]These RSUs vest in four equal annual installments beginning on February 25, 2027.
Signature
/s/ Aaron Bloomer by Mark Busch, attorney-in- fact|2026-03-23