Novavax Board Member Granted New Equity Package Amid Biotech Rally

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Form Type

Rhea-AI Filing Summary

Novavax director David M. Mott reported two significant equity compensation grants on June 20, 2025:

Received 28,326 stock options with an exercise price of $6.42, exercisable until June 20, 2035. These options will fully vest on June 20, 2025, contingent on continued board service.
Granted 18,884 Restricted Stock Units (RSUs) that will fully vest on June 20, 2025, subject to continued board service. Each RSU represents the right to receive one share of common stock.

The equity grants are part of Novavax's Amended and Restated 2015 Stock Incentive Plan. The one-year cliff vesting structure for both awards suggests standard annual director compensation. The filing was signed by Mark J. Casey as attorney-in-fact on June 24, 2025.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider MOTT DAVID M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	28,326	$6.42	$182K
Grant/Award	Restricted Stock Units	18,884	$0.00	$0.00

Holdings After Transaction: Stock Option (Right to Buy) — 28,326 shares (Direct); Restricted Stock Units — 18,884 shares (Direct)

Footnotes (3)

F1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Novavax, Inc. (the "Company") common stock.
F2. 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.
F3. 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.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 06/24/2025 - 06:40 PM

FAQ

What stock options did NVAX director David Mott receive on June 20, 2025?

David Mott received stock options to purchase 28,326 shares of NVAX common stock at an exercise price of $6.42 per share. These options will vest 100% on June 20, 2025, 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 NVAX director David Mott?

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

What is the vesting schedule for NVAX director David Mott's June 2025 equity grants?

Both the stock options and RSUs granted to David Mott will vest 100% on the first anniversary of the June 20, 2024 grant date (i.e., June 20, 2025), provided he continues to serve on Novavax's Board of Directors through the vesting date.

What is the total value of NVAX equity compensation granted to David Mott in June 2025?

David Mott received two forms of equity compensation: 28,326 stock options with an exercise price of $6.42 per share and 18,884 RSUs with a $0 exercise price. The RSUs represent direct share grants, while the options give him the right to purchase shares at $6.42 each until June 20, 2035.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

MOTT DAVID M

(Last)

(First)

(Middle)

700 QUINCE ORCHARD ROAD

(Street)

GAITHERSBURG

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR