Novavax (NVAX) director John W. Shiver converts 7,947 RSUs into stock

Rhea-AI Filing Summary

Novavax Inc. director John W. Shiver exercised restricted stock units and received additional common shares as part of his equity compensation. On March 10, 2026, he converted 7,947 RSUs into 7,947 shares of Novavax common stock at a price of $0.00 per share.

Following the transactions, Shiver directly holds 7,947 shares of common stock and 15,893 restricted stock units. The RSUs from this grant are scheduled to vest in three equal installments on each of the first three anniversaries of March 10, 2025, assuming he continues to serve on Novavax’s board through each vesting date.

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^*

Shiver John W.

(Last) (First) (Middle)

C/O NOVAVAX, INC.

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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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
Common Stock	03/10/2026		M		7,947	A	$0	7,947	D

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
Restricted Stock Units	$0	03/10/2026		M			7,947	(1)	03/10/2035	Common Stock	7,947	$0.00	15,893	D

Explanation of Responses:

1. The RSUs subject to this grant under the Restated 2015 Stock Incentive Plan will vest with respect to one-third (1/3) of the RSUs on each of the first three (3) anniversaries of March 10, 2025, in each case subject to continued service on the Company's Board of Directors through such vesting date

	/s/ Mark J. Casey, Attorney-in-Fact	03/12/2026
	** 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.

FAQ

What did Novavax (NVAX) director John W. Shiver report in this Form 4?

John W. Shiver reported exercising 7,947 restricted stock units, receiving 7,947 shares of Novavax common stock at $0.00 per share. The filing reflects an equity compensation event rather than an open-market purchase or sale.

How many Novavax (NVAX) shares does John W. Shiver hold after this transaction?

After the transaction, John W. Shiver directly holds 7,947 shares of Novavax common stock. He also holds 15,893 restricted stock units that may convert into additional shares in the future as they vest under the company’s stock incentive plan.

What type of insider transaction did Novavax (NVAX) disclose for John W. Shiver?

The transaction is coded “M,” indicating an exercise or conversion of a derivative security. Shiver exercised 7,947 restricted stock units into 7,947 shares of common stock, a compensation-related equity conversion rather than a market purchase or sale.

Are John W. Shiver’s Novavax (NVAX) restricted stock units subject to vesting conditions?

Yes. The RSUs from this grant vest in three equal installments on the first three anniversaries of March 10, 2025. Each vesting is contingent on Shiver’s continued service on Novavax’s Board of Directors through the applicable vesting date.

Did John W. Shiver sell any Novavax (NVAX) shares in this Form 4 filing?

No. The Form 4 shows no open-market sales. It reports the exercise of 7,947 restricted stock units into 7,947 common shares at $0.00 per share, reflecting equity compensation rather than a disposition of existing shares.

What plan governs the RSUs reported by Novavax (NVAX) director John W. Shiver?

The restricted stock units are granted under Novavax’s Restated 2015 Stock Incentive Plan. The footnote explains that one-third of the RSUs vests on each of the first three anniversaries of March 10, 2025, subject to continued board service.