Every 8-K that Novavax Inc (NVAX) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NVAX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NVAX filings page.
Novavax, Inc. reported second quarter 2026 total revenue of $57 million, a 76% decrease from $239 million in the same period in 2025, when results included $202 million from a Nuvaxovid U.S. BLA approval milestone and a Takeda amendment. Product sales were $19 million, 76% higher year over year, driven by greater Matrix‑M adjuvant demand and sales to license partners.
GAAP R&D expense was $71 million and SG&A was $27 million; non‑GAAP R&D fell to $48 million and non‑GAAP combined R&D and SG&A to $74.8 million, reflecting cost‑reduction initiatives and the transition of commercial activities to Sanofi. Novavax recorded a net loss of $53 million versus net income of $107 million a year earlier. Cash, cash equivalents, marketable securities and restricted cash totaled $724 million as of June 30, 2026. For full year 2026, the company now guides GAAP combined R&D and SG&A expenses to $370–$410 million and raises its adjusted total revenue framework to $235–$275 million, excluding Sanofi supply sales, royalties and milestones.
Novavax, Inc. reported the results of its annual stockholder meeting held on June 18, 2026. Stockholders owning 99,118,766 of 164,427,429 eligible common shares were present or represented by proxy, which was sufficient to conduct business.
Three Class I directors — John C. Jacobs, Gregg H. Alton, J.D., and Richard J. Rodgers — were elected to three-year terms expiring at the 2029 annual meeting. Stockholders also approved, on an advisory basis, the compensation of Novavax’s named executive officers and approved amendments and restatements to both the 2015 Stock Incentive Plan and the 2013 Employee Stock Purchase Plan.
In addition, stockholders ratified the appointment of Ernst & Young LLP as Novavax’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
Novavax reported first quarter 2026 revenue of $140 million, down 79% from $667 million a year earlier, mainly because Q1 2025 included $603 million of non-cash Nuvaxovid sales from closing two advance purchase agreements. Nuvaxovid product sales fell to $10 million from $608 million, while licensing, royalties and other revenue grew to $97 million, helped by a $30 million upfront payment from a new Pfizer Matrix-M license.
Cost of sales rose to $31 million, and R&D expenses were $95 million, but Non-GAAP R&D fell 13% to $68 million after partner reimbursements. SG&A dropped 40% to $29 million as commercial activities transitioned to Sanofi and cost cuts continued. Novavax posted a net loss of $9.5 million versus net income of $518.6 million in Q1 2025.
Cash, cash equivalents, marketable securities and restricted cash were $795 million at March 31, 2026, slightly above year-end 2025, supported by an initial $50 million draw on a new $330 million MidCap Financial credit facility. The company reiterated 2026 guidance, targeting Non-GAAP combined R&D and SG&A expenses of $310–$340 million and Adjusted Total Revenue of $230–$270 million, and highlighted a series of Matrix-M partnerships, including Pfizer and multiple global pharmaceutical companies, plus progress on its C. difficile vaccine candidate.
Novavax reported a sharp turnaround in 2025, moving to net income of $440 million from a $187 million loss in 2024, driven by partnerships and cost cuts. Total revenue rose to $1.12 billion, up 65% from $682 million, with $625 million from Nuvaxovid product sales, largely tied to prior Advance Purchase Agreement settlements.
Fourth quarter 2025 revenue was $147 million, up 67% from $88 million, and net income was $18 million versus a loss of $81 million a year earlier. Licensing, royalties and other revenue reached $438 million in 2025, including $386 million from Sanofi, where Novavax earned $225 million in milestones for the year.
The company highlighted a new Matrix-M license agreement with Pfizer, including a $30 million upfront payment and up to $500 million in milestones plus high-mid-single digit royalties, and continued progress under its Sanofi collaboration. Cash and marketable securities totaled $751 million at year end, and Novavax added a $330 million credit facility with an initial $50 million draw.
Novavax exceeded its 2025 R&D and SG&A reduction goals, cutting full-year SG&A to $157 million from $337 million and R&D to $342 million from $391 million. For 2026, it guides to Adjusted Total Revenue of $230–$270 million and Non-GAAP combined R&D and SG&A expenses of $310–$340 million as it shifts to a partnership-led model.
Novavax entered a worldwide, non-exclusive license and option agreement with Pfizer covering its Matrix-MTM adjuvant technology for vaccine products in at least one and up to two infectious disease areas. Pfizer will lead development, manufacturing, and commercialization of any licensed products, while Novavax will handle adjuvant supply under separate agreements.
Novavax will receive an upfront payment of $30 million in the first quarter of 2026 and is eligible for up to $500 million in additional milestones. These include up to $70 million in development milestones and up to $180 million in sales milestones for each of the First and potential Second Fields. Novavax is also eligible for tiered high mid-single digit percentage royalties on Pfizer’s quarterly net sales, with royalties lasting at least twenty years from first commercial sale or while valid patents remain. The company states that, assuming Pfizer commercializes a product in the First Field, the arrangement has the potential to generate billions of dollars of revenue over the life of the agreement.
Novavax, Inc. filed a Form 8-K stating that on January 12, 2026 it plans to provide an investor update, including preliminary financial data for the year ended December 31, 2025. Management is still finalizing these results, and the figures discussed are preliminary, unaudited and may change, potentially in a material way.
The company notes that its independent registered public accounting firm, Ernst & Young LLP, has not audited, reviewed, compiled or performed any procedures on this preliminary information and does not give any assurance on it. Novavax also highlights that additional material information will appear in its full 2025 financial statements prepared under U.S. GAAP.
At the 44th Annual J.P. Morgan Healthcare Conference in San Francisco, Novavax will present strategic and business updates in an Investor Presentation furnished as Exhibit 99.1 and posted on its website. The 8-K and the presentation contain forward-looking statements, including expectations for combined annual research and development and selling, general and administrative expenses for 2025, 2026 and 2027, all subject to significant risks and uncertainties.
Novavax, Inc. (NVAX) reported an update on results. The company furnished an 8-K stating it issued a press release with its financial results for the quarter ended September 30, 2025. The press release is included as Exhibit 99.1. This filing formally notifies the market of the availability of the company’s Third Quarter financial information.
Novavax announced that the U.S. Food and Drug Administration approved the transfer of the marketing authorization for Nuvaxovid from Novavax to Sanofi Pasteur Inc.
The approval triggers a $25 million milestone payment from Sanofi to Novavax under their Collaboration and License Agreement. The company anticipates receiving this payment in the first quarter of 2026.
Novavax also furnished a press release detailing the update. The filing includes customary forward-looking statements language outlining regulatory and operational risks that could affect future outcomes.
Novavax entered into agreements with AstraZeneca to assign the lease of its former headquarters at 700 Quince Orchard Road, Gaithersburg, MD, and to sell adjacent land and on-site assets. The transactions will result in an aggregate of $59.8 million payable by AstraZeneca, including a $15.0 million lease assignment fee, a $20.0 million purchase of approximately 9.7 acres of land, and a $24.8 million asset sale with a $4.0 million deposit held in escrow.
The lease assignment, covering approximately 171,239 rentable square feet through December 2036, is subject to landlord consent and an amended lease, both effective January 5, 2026. Novavax will pay base rent from January 5, 2026 through June 30, 2026. Cash receipts are expected with the $20.0 million parcel closing in Q4 2025 and the balance of approximately $39.8 million in Q1 2026.
Novavax expects total non-cash charges of $125–$127 million in Q3 2025, including an estimated $96–$98 million impairment tied to asset write-offs (partially offset by a land-sale gain) and a $29 million charge from extinguishing 5.00% Convertible Senior Notes due 2027. The company has relocated its corporate headquarters to 21 Firstfield Road, Gaithersburg, MD.
Novavax, Inc. reports that the European Commission has approved transferring the Nuvaxovid™ COVID-19 vaccine marketing authorization from its subsidiary Novavax CZ to Sanofi Winthrop Industrie. This completion triggers a $25 million milestone payment from Sanofi Pasteur Inc. under their Collaboration and License Agreement. Novavax expects to receive this payment in the first quarter of 2026, providing additional non-dilutive cash tied to progress in its partnership with Sanofi.
Novavax, Inc. filed an 8-K disclosing an indenture with The Bank of New York Mellon Trust Company, N.A. as trustee and included the form of 4.625% Convertible Senior Notes due 2031 as an exhibit. The filing also references embedded cover page Inline XBRL tags and is signed on behalf of the company by Mark J. Casey, Executive Vice President and Chief Legal Officer. The material provides the legal framework and note terms for a potential convertible debt instrument but does not state offering size, pricing beyond the stated coupon, conversion mechanics, or use of proceeds.
Novavax, Inc. reported a major regulatory milestone as the U.S. FDA approved its supplemental Biologics License Application for the Nuvaxovid™ 2025-2026 COVID-19 vaccine formula. The vaccine is approved for adults 65 years and older and for individuals 12 to 64 years of age who have at least one underlying condition that places them at high risk for severe COVID-19 outcomes. The FDA also extended the shelf life of this Nuvaxovid™ 2025-2026 formula from three months to six months, which may help distribution and inventory management.
As part of the approval, the FDA is requiring two postmarketing commitment studies: a Phase 3 open-label, single-arm study to evaluate safety and immunogenicity, and a Phase 4 observer-blind, placebo-controlled, randomized clinical trial to evaluate post-COVID vaccination syndrome. Novavax highlighted the usual risks and uncertainties associated with its forward-looking statements, including regulatory, manufacturing, and supply-chain challenges.
Novavax, Inc. entered into exchange and subscription agreements to issue $225.0 million of new 4.625% Convertible Senior Notes due 2031. About $175.3 million of these 2031 notes will be issued in exchange for approximately $148.7 million of its existing 5.00% Convertible Senior Notes due 2027, with the balance of about $49.7 million sold for cash in a private placement.
The 2031 notes pay 4.625% interest, mature on September 1, 2031, and are initially convertible at 89.7384 shares per $1,000 principal, an effective conversion price of about $11.14 per share, a 27.5% premium to the $8.74 share price on August 20, 2025. Full conversion of the 2031 notes at the initial rate would result in issuance of 20,191,140 shares of common stock.
After the exchange, about $26.5 million of 2027 notes will remain outstanding. Novavax expects gross proceeds of approximately $49.7 million from the cash subscription and plans to use the net proceeds for general corporate purposes.
Novavax held its Annual Meeting on June 20, 2025, with 95,359,194 shares represented out of 161,968,503 total outstanding shares. Three key proposals were voted upon:
1. Board Elections: Three Class III directors were elected for three-year terms:
- Rachel K. King (38.3M for, 19.1M against)
- John W. Shiver (43.7M for, 13.8M against)
- Charles W. Newton (42.8M for, 14.6M against)
2. Executive Compensation: Shareholders approved named executive officers' compensation in an advisory vote (41.3M for, 15.8M against)
3. Auditor Appointment: Ernst & Young LLP was ratified as independent auditor for FY2025 with strong approval (79.3M for, 15.1M against)