Condella Sarah 4
4 · EXACT SCIENCES CORP · Filed Mar 23, 2026
Research Summary
AI-generated summary of this filing
Exact Sciences (EXAS) EVP Sarah Condella Receives Award, Surrenders Shares
What Happened
- Sarah Condella, Executive VP of Human Resources at Exact Sciences (EXAS), had a mix of equity actions on March 23, 2026 tied to the company’s merger with Abbott. She was credited with 60,389 restricted stock units (RSUs) at $0.00 (an award/assumption), and a total of 269,502 EXAS shares/equity awards were surrendered/cancelled to the issuer as part of the merger consideration.
- Under the merger terms, outstanding common shares and certain awards were converted into the right to receive $105.00 per EXAS share (the “Merger Consideration”), and performance awards were treated as vested and converted to cash. Based on the $105 per-share merger consideration, the surrendered 269,502 shares/equivalents imply roughly $28.3 million in aggregate consideration (actual cash received can vary for options under conversion formulas and after tax withholding).
Key Details
- Transaction date: March 23, 2026 (Effective Time of the merger).
- Transactions recorded: Award/acquisition of 60,389 RSUs (@ $0.00) and dispositions to the issuer totaling 269,502 shares/equivalents (various equity types, many listed as derivative dispositions).
- Price/consideration: Merger Consideration = $105.00 per EXAS share (per Merger Agreement). Filing shows N/A prices for dispositions because awards/options were converted/cancelled under merger terms.
- Shares owned after transaction: 60,389 RSUs (assumed/converted by Parent as Parent RSUs per the merger filing).
- Notable footnotes: PSUs outstanding were deemed vested and converted to cash at $105.00 each; many RSUs granted on/after Nov 19, 2025 were assumed by Abbott as Parent RSUs on substantially similar terms; some awards retain multi-year vesting (e.g., certain RSUs vest in four equal annual installments beginning Feb 25, 2027).
- Filing timeliness: Report filed with a March 23, 2026 filing date for transactions effective the same day (no late filing indicated).
Context
- This activity is driven by the corporate merger (Exact Sciences was merged into an Abbott subsidiary) and reflects scheme-of-merger conversions and cancellations, not open-market selling or a typical executive sale. Derivative dispositions here mean awards (PSUs, RSUs, or options) were cancelled/converted under the merger rules—PSUs were cashed out, options were converted to cash if in-the-money, and certain RSUs were assumed by the acquirer as Parent RSUs.
- For retail investors: these entries reflect merger mechanics and payout/assumption of awards, not a trading decision by the insider about the company’s future prospects.
Insider Transaction Report
Form 4Exit
Condella Sarah
EVP, Human Resources
Transactions
- Award
Common Stock
[F1][F2]2026-03-23+60,389→ 191,891 total - Disposition to Issuer
Common Stock
[F3]2026-03-23−191,891→ 0 total - Disposition to Issuer
Common Stock
[F3]2026-03-23−6,368→ 0 total(indirect: By 401(k)) - Disposition to Issuer
Stock Options (Right to Buy)
[F5][F4]2026-03-23−21,948→ 0 totalExercise: $21.68→ Common Stock (21,948 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
[F5][F6]2026-03-23−11,700→ 0 totalExercise: $44.37→ Common Stock (11,700 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
[F5][F7]2026-03-23−7,790→ 0 totalExercise: $92.62→ Common Stock (7,790 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
[F5][F8]2026-03-23−6,581→ 0 totalExercise: $98.18→ Common Stock (6,581 underlying) - Disposition to Issuer
Restricted Stock Units
[F9][F11][F10]2026-03-23−23,224→ 0 total→ Common Stock (23,334 underlying)
Footnotes (11)
- [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.
- [F10]These RSUs vest in four equal annual installments beginning on February 25, 2027.
- [F11]At the Effective Time, each RSU outstanding 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.
- [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]These options became exercisable in full on February 23, 2021.
- [F5]At the Effective Time, each option to purchase shares of Common Stock granted under an Issuer stock plan and outstanding and unexercised as of immediately prior to the Effective Time was cancelled and, in the case of any such option the per-share exercise price of which was less than the Merger Consideration, converted into the right to receive a cash payment equal to the number of shares of Common Stock for which such option was exercisable multiplied by the excess of the Merger Consideration over the per-share exercise price of such option, less any applicable tax withholding
- [F6]These options became exercisable on February 27, 2022.
- [F7]These options became exercisable on February 26, 2023.
- [F8]These options became exercisable on February 14, 2024.
- [F9]Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock.
Signature
/s/ Sarah Condella by Mark Busch, attorney-in- fact|2026-03-23