Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-21-016342
Date:2021-02-26
Issuer: NOVAVAX INC (NVAX)
Original Submission Date:

Reporting Person:

HERRMANN JOHN A III
C/O NOVAVAX, INC.
21 FIRSTFIELD ROAD GAITHERSBURG, MD 20878

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2021-02-26 M 416 a $27.60 691 direct
COMMON STOCK 2021-02-26 M 416 a $46.00 1,107 direct
COMMON STOCK 2021-02-26 M 2,063 a $5.95 3,170 direct
COMMON STOCK 2021-02-26 S 109 d $219.55 3,061 direct
COMMON STOCK 2021-02-26 S 168 d $220.33 2,893 direct
COMMON STOCK 2021-02-26 S 250 d $221.32 2,643 direct
COMMON STOCK 2021-02-26 S 227 d $222.39 2,416 direct
COMMON STOCK 2021-02-26 S 188 d $223.48 2,228 direct
COMMON STOCK 2021-02-26 S 120 d $224.93 2,108 direct
COMMON STOCK 2021-02-26 S 248 d $225.45 1,860 direct
COMMON STOCK 2021-02-26 S 538 d $226.59 1,322 direct
COMMON STOCK 2021-02-26 S 569 d $227.82 753 direct
COMMON STOCK 2021-02-26 S 369 d $228.64 384 direct
COMMON STOCK 2021-02-26 S 38 d $230.04 346 direct
COMMON STOCK 2021-02-26 S 59 d $231.41 287 direct
COMMON STOCK 2021-02-26 S 12 d $232.35 275 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION (RIGHT TO BUY) 27.6 2021-02-26 deemed execution date M 416 (d) 2027-12-15 common stock 416 $27.60 4,176 direct
STOCK OPTION (RIGHT TO BUY) 46.0 2021-02-26 deemed execution date M 416 (d) 2028-12-13 common stock 416 $46.00 9,175 direct
STOCK OPTION (RIGHT TO BUY) 5.95 2021-02-26 deemed execution date M 2,063 (d) 2029-09-26 common stock 2,063 $5.95 63,938 direct
Footnotes
IDfootnote
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 $219.00 to $219.99, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased 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 $220.00 to $220.95, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased 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 $221.00 to $221.87, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased 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 $222.00 to $222.99, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased 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 $223.00 to $223.90, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased 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 $224.10 to $225.09, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased 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 $225.10 to $226.09, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased 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 $226.11 to $227.10, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased 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 $227.25 to $228.23, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in this footnote.
f11 the reported price is a weighted average price. these shares were sold in multiple transactions at prices ranging from $228.29 to $229.245, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in this footnote.
f12 the reported price is a weighted average price. these shares were sold in multiple transactions at prices ranging from $229.91 to $230.65, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in this footnote.
f13 the reported price is a weighted average price. these shares were sold in multiple transactions at prices ranging from $231.18 to $231.54, inclusive. the reporting person undertakes to provide to novavax, inc., any security holder of novavax, inc., or the staff of the securities and exchange commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in this footnote.
f14 twenty-five percent (25%) of the shares subject to this option grant under the novavax, inc. 2015 stock incentive plan, as amended (the "plan") vested on the first anniversary of the december 15, 2017 grant date, and the remaining seventy-five percent (75%) of the shares vested or will vest in equal monthly installments over the following three (3) years subject to continued employment through such vesting date.
f15 twenty-five percent (25%) of the shares subject to this option grant under the plan vested on the first anniversary of the december 13, 2018 grant date, and the remaining seventy-five percent (75%) of the shares vested or will vest in equal monthly installments over the following three (3) years subject to continued employment through such vesting date.
f16 twenty-five percent (25%) of the shares subject to this option grant under the plan vested on the first anniversary of the september 26, 2019 grant date, and the remaining seventy-five percent (75%) of the shares vested or will vest in equal monthly installments over the following three (3) years subject to continued employment through such vesting date.

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