Novavax (NVAX) director adds RSUs, options and exercises prior RSU grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Novavax director Richard Douglas reported equity compensation activity, not open-market trading. On June 20, 2026, he exercised 18,880 restricted stock units, receiving the same number of Novavax common shares at no cash cost, bringing his direct holdings to 73,220 shares.

On June 18, 2026, he was granted 14,180 new restricted stock units and a stock option for 21,270 shares with a $9.13 exercise price. Footnotes state that 100% of these RSUs and options vest on the first anniversary of the grant date, subject to his continued service on the board.

Insider Trade Summary

18,880 shares exercised/converted

Mixed 4 txns

Insider DOUGLAS RICHARD

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	18,880	$0.00	--
Exercise	Common Stock	18,880	$0.00	--
Grant/Award	Stock Option (Right to Buy)	21,270	$0.00	--
Grant/Award	Restricted Stock Units	14,180	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 73,220 shares (Direct, null); Stock Option (Right to Buy) — 21,270 shares (Direct, null)

Footnotes (1)

Each restricted stock unit ("RSU") represents a contingent right to receive one share of Novavax, Inc. (the "Company") common stock. 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 18, 2026 grant date subject to continued service on the Company's Board of Directors through the vesting date. One hundred percent (100%) of the RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended, will vest on the first anniversary of the June 18, 2026 grant date subject to continued service on the Company's Board of Directors through the vesting date. 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, 2025 grant date subject to continued service on the Company's Board of Directors through the vesting date

Key Figures

RSUs exercised: 18,880 shares Shares owned after exercise: 73,220 shares New RSU grant: 14,180 RSUs +2 more

5 metrics

RSUs exercised 18,880 shares RSUs converted to Novavax common stock on June 20, 2026

Shares owned after exercise 73,220 shares Direct Novavax common stock holdings following June 20, 2026 transaction

New RSU grant 14,180 RSUs RSUs granted June 18, 2026, vesting after one year of board service

New stock option grant 21,270 options Stock option for Novavax common shares granted June 18, 2026

Option exercise price $9.13 per share Exercise price for 21,270-share stock option expiring June 18, 2036

Key Terms

Restricted Stock Units, Stock Option (Right to Buy), Amended and Restated 2015 Stock Incentive Plan, vesting

4 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share..."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Stock Option (Right to Buy) financial

"security_title": "Stock Option (Right to Buy)""

Amended and Restated 2015 Stock Incentive Plan financial

"option grant under the Amended and Restated 2015 Stock Incentive Plan, as amended..."

vesting financial

"will vest on the first anniversary of the June 18, 2026 grant date subject to continued service..."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/23/2026 - 07:56 PM Accepted by SEC EDGAR 06/23/2026 - 07:56 PM

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^*

DOUGLAS RICHARD

(Last)

(First)

(Middle)

21 FIRSTFIELD ROAD

(Street)

GAITHERSBURG

MARYLAND

20878

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

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

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

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

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)
Common Stock	06/20/2026		M		18,880	A	⁽¹⁾	73,220	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)
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)	$9.13	06/18/2026		A		21,270		⁽²⁾	06/18/2036	Common Stock	21,270	$0	21,270	D
Restricted Stock Units	⁽¹⁾	06/18/2026		A		14,180		⁽³⁾	⁽³⁾	Common Stock	14,180	$0	14,180	D
Restricted Stock Units	⁽¹⁾	06/20/2026		M			18,880	⁽⁴⁾	⁽⁴⁾	Common Stock	18,880	$0	0	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 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 18, 2026 grant date subject to continued service on the Company's Board of Directors through the vesting date.

3. One hundred percent (100%) of the RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended, will vest on the first anniversary of the June 18, 2026 grant date subject to continued service on the Company's Board of Directors through the vesting date.

4. 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, 2025 grant date subject to continued service on the Company's Board of Directors through the vesting date

	/s/ Mark J. Casey, Attorney-in-Fact	06/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Novavax (NVAX) director Richard Douglas report?

Richard Douglas reported equity compensation activity, not market trades. He exercised 18,880 previously granted RSUs into common shares and received new grants of 14,180 RSUs plus options for 21,270 shares under Novavax’s stock incentive plan.

How many Novavax (NVAX) shares does Richard Douglas hold after these Form 4 transactions?

After exercising 18,880 RSUs, Richard Douglas directly holds 73,220 shares of Novavax common stock. This figure comes from the post-transaction ownership reported for the common stock line item in the Form 4 filing.

What new restricted stock units did Richard Douglas receive from Novavax (NVAX)?

On June 18, 2026, Richard Douglas received 14,180 restricted stock units. Each RSU represents a contingent right to receive one Novavax common share, vesting 100% on the first anniversary of the grant date if he continues serving on the board.

What stock options were granted to Richard Douglas by Novavax (NVAX)?

Novavax granted Richard Douglas a stock option for 21,270 shares of common stock at a $9.13 exercise price. The option vests 100% on the first anniversary of the June 18, 2026 grant date, contingent on continued board service through that date.

Were Richard Douglas’s Novavax (NVAX) Form 4 transactions open-market buys or sells?

The reported transactions were equity compensation moves, not open-market trades. They include RSU exercises and grants of RSUs and stock options, all coded as acquisitions (A or M), with no reported open-market purchases or sales in this Form 4.