Exact Sciences Stockholders Approve Abbott Merger as Executive Pay Proposal Fails at Special Meeting

• Merger with Abbott approved: Stockholders voted to follow the November 19, 2025 merger statement to harvester Exact Sciences with Abbott, portion the advisory enforcement compensation connection tied to the woody was not approved.

• Management said it expects the transaction to adjacent earlier the extremity of Q2 2026 taxable to required regulatory approvals and noted determination is ongoing merger-related litigation disclosed successful its SEC filings.

• The adjournment connection passed, and last ballot tallies volition beryllium included successful the inspector’s study and filed with the SEC connected a Form 8-K wrong 4 concern days.

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Exact Sciences (NASDAQ:EXAS) held a peculiar gathering of stockholders connected February 20, 2026, to ballot connected proposals related to its antecedently announced merger statement with Abbott Laboratories. Kevin Conroy, president of Exact Sciences’ committee of directors, presided implicit the virtual meeting. James Herriott, the company’s elder vice president, wide counsel, and secretary, served arsenic caput of the meeting.

Conroy said members of the committee were successful attendance and noted that James J. Raitt of American Election Services, LLC was serving arsenic inspector of predetermination for the meeting, having been engaged by Broadridge Financial Solutions, Inc.

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Herriott reminded stockholders that statements made during the gathering astir the company’s expectations, plans, and prospects constituted forward-looking statements and reflected management’s views lone arsenic of February 20, 2026. He said those statements were taxable to risks and uncertainties that could origin existent results to disagree materially.

Herriott pointed stockholders to the “Risk Factors” conception of the company’s Annual Report connected Form 10-K for the fiscal twelvemonth ended December 31, 2025, filed February 13, 2026, arsenic good arsenic the definitive proxy connection for the gathering filed January 9, 2026, and related supplemental filings.

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Herriott reported that announcement of the gathering was mailed by Broadridge connected oregon astir January 9, 2026, to stockholders of grounds arsenic of the adjacent of concern that day, successful accordance with Delaware instrumentality and the company’s bylaws. As of the grounds date, Exact Sciences had 190,810,202 shares of communal banal outstanding and entitled to vote.