John A. Herrmann III - Dec 1, 2021 Form 4 Insider Report for NOVAVAX INC (NVAX)

Signature
/s/ John A. Herrmann III
Stock symbol
NVAX
Transactions as of
Dec 1, 2021
Transactions value $
-$885,544
Form type
4
Date filed
12/3/2021, 05:30 PM
Previous filing
Dec 1, 2021
Next filing
Dec 16, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NVAX Common Stock Options Exercise $95.4K +5K +181.16% $19.08 7.76K Dec 1, 2021 Direct F1
transaction NVAX Common Stock Sale -$133K -691 -8.9% $192.64* 7.07K Dec 1, 2021 Direct F1, F2
transaction NVAX Common Stock Sale -$155K -800 -11.32% $193.79* 6.27K Dec 1, 2021 Direct F1, F3
transaction NVAX Common Stock Sale -$175K -900 -14.36% $194.54* 5.37K Dec 1, 2021 Direct F1, F4
transaction NVAX Common Stock Sale -$185K -943 -17.56% $196.11* 4.43K Dec 1, 2021 Direct F1, F5
transaction NVAX Common Stock Sale -$59.2K -300 -6.78% $197.19 4.13K Dec 1, 2021 Direct F1, F6
transaction NVAX Common Stock Sale -$79.3K -400 -9.69% $198.35 3.73K Dec 1, 2021 Direct F1, F7
transaction NVAX Common Stock Sale -$59.9K -300 -8.05% $199.81 3.43K Dec 1, 2021 Direct F1, F8
transaction NVAX Common Stock Sale -$60.3K -300 -8.76% $200.92 3.13K Dec 1, 2021 Direct F1, F9
transaction NVAX Common Stock Sale -$74.1K -366 -11.71% $202.36 2.76K Dec 1, 2021 Direct F1, F10
holding NVAX Common Stock 1.75K Dec 1, 2021 By spouse F11

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NVAX Stock Option (Right to Buy) Options Exercise $0 -5K -5.26% $0.00 90K Dec 1, 2021 Common Stock 5K $19.08 Direct F1, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
F2 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $192.24 to $192.99, inclusive. The reporting person undertakes to provide to Novavax, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F3 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $193.24 to $194.17, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F4 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $194.25 to $195.09, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F5 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $195.70 to $196.65, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F6 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $196.73 to $197.51, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F7 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $197.90 to $198.76, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F8 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $199.62 to $200.00, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F9 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $200.75 to $201.12, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F10 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $202.23 to $202.50, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F11 The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
F12 On April 17, 2020, the reporting person was granted an option to purchase 125,000 shares of common stock of the Company pursuant to the Company's Amended and Restated 2015 Stock Incentive Plan, as amended. The vesting of the shares subject to this option grant is subject to the satisfaction of a performance-based vesting requirement, followed by time-based vesting. The performance metric required that the Company initiate a COVID-19 Phase 2 clinical trial within twelve (12) months of the grant date, which occurred when the Company initiated its Phase 2 clinical trial of NVX-CoV2373 in the U.S. on August 24, 2020. Following that event, fifty percent (50%) of the shares vested on August 24, 2021, the first anniversary of the initiation date, and the remaining fifty percent (50%) of the shares will vest on August 24, 2022, the second anniversary of the initiation date subject to continued employment through such vesting date.