Novavax Board Member Gets 47,000+ Shares in Options and RSUs Worth Over $300,000

Rhea-AI Filing Summary

Novavax director Rachel K. King reported new equity compensation grants on June 20, 2025, consisting of:

• Stock Options: Received 28,326 options to purchase common stock at $6.42 per share, exercisable until June 20, 2035. These options will fully vest on June 20, 2025, subject to continued board service.
• Restricted Stock Units (RSUs): Granted 18,884 RSUs that convert to common stock shares. The RSUs will fully vest on June 20, 2025, contingent on continued board service.

The equity grants were made under Novavax's Amended and Restated 2015 Stock Incentive Plan. The Form 4 was filed by Mark J. Casey as attorney-in-fact on June 24, 2025. This compensation package aligns the director's interests with shareholders through both appreciation-based options and full-value RSUs.

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

OMB APPROVAL

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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^*

King Rachel K.

(Last) (First) (Middle)

700 QUINCE ORCHARD 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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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

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
Stock Option (Right to Buy)	$6.42	06/20/2025		A		28,326		(3)	06/20/2035	Common Stock	28,326	$6.42	28,326	D
Restricted Stock Units	(1)	06/20/2025		A		18,884		(2)	(2)	Common Stock	18,884	$0	18,884	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Novavax, Inc. (the "Company") common stock.

2. One hundred percent (100%) of the RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended, vested on the first anniversary of the June 20, 2024 grant date subject to continued service on the Company's Board of Directors through the vesting date.

3. One hundred percent (100%) of the shares subject to this option grant under the Amended and Restated 2015 Stock Incentive Plan, as amended, will vest on the first anniversary of the June 20, 2024 grant date subject to continued service on the Company's Board of Directors through the vesting date.

	/s/Mark J. Casey, Attorney-in-Fact	06/24/2025
	** 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 stock options did NVAX director Rachel King receive in June 2025?

Rachel King received stock options to buy 28,326 shares of NVAX common stock at an exercise price of $6.42 per share. These options were granted on June 20, 2025, and will vest fully on June 20, 2026, subject to continued service on the Board of Directors. The options expire on June 20, 2035.

How many restricted stock units (RSUs) were granted to Rachel King at NVAX?

Rachel King was granted 18,884 restricted stock units (RSUs) on June 20, 2025. Each RSU represents a right to receive one share of Novavax common stock. The RSUs will vest 100% on June 20, 2026, subject to continued service on the Board of Directors.

What is the vesting schedule for NVAX director Rachel King's 2025 equity grants?

Both the stock options and RSUs granted to Rachel King on June 20, 2025, follow the same vesting schedule: 100% will vest on the first anniversary of the grant date (June 20, 2026), provided she continues serving on Novavax's Board of Directors through the vesting date.

What is Rachel King's role at NVAX according to the Form 4?

According to the Form 4 filing, Rachel King serves as a Director on Novavax's Board of Directors. This is indicated by the 'X' marked in the Director box under Section 5 of the form, which shows the reporting person's relationship to the issuer.