John A. Herrmann III - 03 Jan 2022 Form 4 Insider Report for NOVAVAX INC (NVAX)

Signature
/s/ John A. Herrmann III
Issuer symbol
NVAX
Transactions as of
03 Jan 2022
Net transactions value
-$609,134
Form type
4
Filing time
05 Jan 2022, 16:22:06 UTC
Previous filing
22 Dec 2021
Next filing
14 Mar 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NVAX Common Stock Options Exercise $95,400 +5,000 +130% $19.08 8,845 03 Jan 2022 Direct F1
transaction NVAX Common Stock Sale $54,728 -400 -4.5% $136.82* 8,445 03 Jan 2022 Direct F1, F2
transaction NVAX Common Stock Sale $55,140 -400 -4.7% $137.85* 8,045 03 Jan 2022 Direct F1, F3
transaction NVAX Common Stock Sale $138,660 -997 -12% $139.08* 7,048 03 Jan 2022 Direct F1, F4
transaction NVAX Common Stock Sale $70,026 -500 -7.1% $140.05* 6,548 03 Jan 2022 Direct F1, F5
transaction NVAX Common Stock Sale $113,350 -800 -12% $141.69* 5,748 03 Jan 2022 Direct F1, F6
transaction NVAX Common Stock Sale $114,117 -800 -14% $142.65* 4,948 03 Jan 2022 Direct F1, F7
transaction NVAX Common Stock Sale $144,070 -1,003 -20% $143.64* 3,945 03 Jan 2022 Direct F1, F8
transaction NVAX Common Stock Sale $14,443 -100 -2.5% $144.43* 3,845 03 Jan 2022 Direct F1
holding NVAX Common Stock 1,747 03 Jan 2022 By spouse F9

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 -5,000 -5.9% $0.000000 80,000 03 Jan 2022 Common Stock 5,000 $19.08 Direct F1, F10
* 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 $136.29 to $137.26, 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 $137.60 to $138.55, 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 $138.63 to $139.41, 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 $139.68 to $140.31, 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 $141.22 to $142.04, 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 $142.25 to $142.96, 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 $143.38 to $143.96, 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 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.
F10 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.