Novavax (NVAX) CEO updates exercise price on 551,500 stock options

Rhea-AI Filing Summary

NOVAVAX INC director and President and CEO John C. Jacobs reported a grant of 551,500 non-statutory stock options on March 2, 2026. This Form 4/A solely amends the exercise price originally reported in the prior Form 4; all other details are unchanged.

One quarter of the option vests on the first anniversary of March 2, 2026, with the remaining three quarters vesting in equal monthly installments over the following three years, subject to continued employment.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Jacobs John C

(Last) (First) (Middle)

21 FIRSTFIELD ROAD

(Street)

GAITHERSBURG MD 20878

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NOVAVAX INC [ NVAX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/03/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Statutory Stock Option NQ	$10.11(1)	03/02/2026		A		551,500		(2)	03/02/2036	Common Stock	551,500	$0(1)	551,500	D

Explanation of Responses:

1. This Form 4/A has been filed solely to amend the exercise price as originally reported in Column 2 and price of derivative security as originally reported in Column 8 of Table II of the Reporting Person's Form 4 filed on March 3, 2026. All other information remains unchanged from the March 3, 2026 filing.

2. One quarter (1/4) of the shares subject to this option granted under the Plan vest on the first anniversary of March 2, 2026, and the remaining three-quarters (3/4) of the shares vest in equal monthly installments over the following three (3) years, in each case subject to continued employment with the Company through such vesting date.

	/s/ Mark J. Casey, Attorney-in-Fact	03/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did NOVAVAX (NVAX) report in this Form 4/A?

NOVAVAX reported that President and CEO John C. Jacobs received 551,500 non-statutory stock options on March 2, 2026. The filing is an amendment updating the exercise price originally reported, while leaving all other information from the prior Form 4 unchanged.

Why was this NOVAVAX (NVAX) Form 4/A filed as an amendment?

The Form 4/A was filed solely to amend the exercise price for the options previously reported. It corrects the price originally shown in Columns 2 and 8 of Table II, while confirming that every other detail from the March 3, 2026 Form 4 remains the same.

How many stock options did NOVAVAX (NVAX) grant to John C. Jacobs?

NOVAVAX granted John C. Jacobs 551,500 non-statutory stock options as reported in this Form 4/A. These options are derivative securities and represent a significant equity-based component of his compensation tied to his continued service with the company over several years.

What is the vesting schedule for John C. Jacobs’ NOVAVAX (NVAX) stock options?

One quarter of the options vest on the first anniversary of March 2, 2026. The remaining three quarters then vest in equal monthly installments over the next three years, provided John C. Jacobs remains employed by NOVAVAX through each vesting date.

Does this NOVAVAX (NVAX) Form 4/A change anything besides the option exercise price?

No. The Form 4/A explicitly states it was filed solely to amend the exercise price columns for the previously reported options. All other information, including the number of options and vesting terms, remains unchanged from the original March 3, 2026 Form 4.