0001209191-23-044961.txt : 20230808 0001209191-23-044961.hdr.sgml : 20230808 20230808160952 ACCESSION NUMBER: 0001209191-23-044961 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230804 FILED AS OF DATE: 20230808 DATE AS OF CHANGE: 20230808 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Baranick Brian CENTRAL INDEX KEY: 0001941313 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35092 FILM NUMBER: 231151359 MAIL ADDRESS: STREET 1: 441 CHARMANY DRIVE CITY: MADISON STATE: WI ZIP: 53719 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: EXACT SCIENCES CORP CENTRAL INDEX KEY: 0001124140 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] IRS NUMBER: 204782291 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5505 ENDEAVOR LANE CITY: MADISON STATE: WI ZIP: 53719 BUSINESS PHONE: 608-284-5700 MAIL ADDRESS: STREET 1: 5505 ENDEAVOR LANE CITY: MADISON STATE: WI ZIP: 53719 FORMER COMPANY: FORMER CONFORMED NAME: EXACT CORP DATE OF NAME CHANGE: 20000919 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-08-04 0 0001124140 EXACT SCIENCES CORP EXAS 0001941313 Baranick Brian C/O EXACT SCIENCES CORP. 5505 ENDEAVOR LANE MADISON WI 53719 0 1 0 0 Gen. Mgr., Precision Oncology 1 Common Stock 2023-08-04 4 M 0 2712 0.00 A 10221 D Common Stock 2023-08-07 4 S 0 1350 85.04 D 8871 D Common Stock 298 I Held in 401(k) Plan Restricted Stock Units 2023-08-04 4 M 0 2712 0.00 D Common Stock 2712 2712 D Represents shares of common stock received upon vesting of a restricted stock unit award. Represents shares sold pursuant to a Sell-to-Cover Rule 10b5-1 Plan, entered into June 26, 2020, to pay withholding taxes due in connection with the vesting of certain restricted stock units on August 4, 2023. In addition to the shares of Common Stock reported on this Form 4, which total 9,169 shares, Mr. Baranick also holds, in the aggregate, an additional 36,932 vested and unvested options to purchase shares of Common Stock and restricted stock units, with each restricted stock unit representing a contingent right to receive one share of Common Stock. Each restricted stock unit represents a contingent right to receive one share of common stock. Represents a restricted stock unit award that partially vested on August 4, 2023. The restricted stock units vest in four equal annual installments beginning on August 4, 2021. Exhibit List Exhibit 24 - Power of Attorney /s/ Brian Baranick by Mark R. Busch, attorney-in-fact 2023-08-08 EX-24 2 poa.txt POA DOCUMENT POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of D. Scott Coward, Mark Busch and James Herriott, signing singly, as the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as a director or officer of Exact Sciences Corporation (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder (the "Exchange Act"), as well as the Form ID to obtain and/or renew EDGAR codes for use in connection with the filing of Forms 3, 4 and 5 and any other related documentation; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 or 5, Form ID or other related documentation, complete and execute any amendment or amendments thereto, and timely file such forms or documentation with the United States Securities and Exchange Commission and any stock exchange or similar authority; (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion; and (4) in connection with the preparation and filing of Forms 3, 4 and 5, seek or obtain, as the undersigned's attorney-in-fact and on the undersigned's behalf, information regarding transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to such attorney-in-fact and approves and ratifies any such release of information. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in connection with the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including, without limitation, the reporting requirements under Section 16 of the Exchange Act. Additionally, although pursuant to this Power of Attorney the Company will use commercially reasonable best efforts to timely and accurately file Section 16 reports on behalf of the undersigned, the Company does not represent or warrant that it will be able to in all cases timely and accurately file Section 16 reports on behalf of the undersigned due to various factors, including, but not limited to, the shorter deadlines mandated by the Sarbanes-Oxley Act of 2002, possible time zone differences between the Company and the undersigned and the Company's need to rely on other parties for information, including the undersigned and brokers of the undersigned. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of July 26, 2022. /s/ Brian Baranick Brian Baranick