John A. Herrmann III - 24 Aug 2022 Form 4 Insider Report for NOVAVAX INC (NVAX)

Role
EVP, Chief Legal Officer
Signature
/s/ John A. Herrmann III
Issuer symbol
NVAX
Transactions as of
24 Aug 2022
Net transactions value
-$28,618
Form type
4
Filing time
26 Aug 2022, 18:42:40 UTC
Previous filing
28 Jun 2022
Next filing
28 Sep 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NVAX Common Stock Options Exercise +2,000 +114% 3,747 24 Aug 2022 By spouse F1, F2
transaction NVAX Common Stock Tax liability $28,618 -772 -21% $37.07* 2,975 24 Aug 2022 By spouse F2
holding NVAX Common Stock 4,400 24 Aug 2022 Direct

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 Restricted Stock Units Options Exercise $0 -2,000 -100% $0.000000* 0 24 Aug 2022 Common Stock 2,000 By spouse F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit ("RSU") represents a contingent right to receive one share of Novavax, Inc. (the "Company") common stock.
F2 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.
F3 On April 17, 2020, the reporting person's spouse, who is a consultant for the Company, was granted 4,000 RSUs pursuant to the Company's Amended and Restated 2015 Stock Incentive Plan, as amended. The vesting of the RSUs subject to this 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 RSUs vested on August 24, 2021, the first anniversary of the initiation date, and the remaining fifty percent (50%) of the RSUs vested on August 24, 2022, the second anniversary of the initiation date subject to continued service with the Company through such vesting date.