James Patrick Kelly - 10 Mar 2023 Form 4 Insider Report for NOVAVAX INC (NVAX)

Role: EVP, CFO and Treasurer
Signature: /s/ John A. Herrmann III, Attorney-in-Fact
Issuer symbol: NVAX
Transactions as of: 10 Mar 2023
Net transactions value: +$13,940
Form type: 4
Filing time: 14 Mar 2023, 17:19:10 UTC
Previous filing: 09 Mar 2023
Next filing: 18 Aug 2023
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	$30,051	+4,609	+377%	$6.52	5,832	10 Mar 2023	Direct	F1
transaction	NVAX	Common Stock	Tax liability	$16,111	-2,471	-42%	$6.52	3,361	10 Mar 2023	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	-4,609	-33%	$0.000000	9,216	10 Mar 2023	Common Stock	4,609		Direct	F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The shares were received by the reporting person in connection with vesting of restricted stock units ("RSUs").
F2	Each RSU represents a contingent right to receive one share of Novavax, Inc. (the "Company") common stock.
F3	The RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended, vested or will vest with respect to one-third (1/3) of the RSUs on each of the first three (3) anniversaries of the March 10, 2022 grant date, in each case subject to continued employment through such vesting date.