[Form 4] NOVAVAX INC Insider Trading Activity

Rhea-AI Filing Summary

Novavax EVP of R&D Ruxandra Draghia-Akli reported new equity awards and related share movements. On March 2, 2026, she received 93,000 Restricted Stock Units and a non-statutory stock option for 139,500 shares at $9.09 per share, each vesting over several years subject to continued employment.

On March 3, 2026, 26,667 RSUs were converted into common stock, with the same number of RSUs disposed back to the company. To cover tax withholding on RSU vesting, 11,313 shares of common stock at $9.49 per share were withheld, leaving her with 23,563 common shares held directly.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Draghia-Akli Ruxandra

Role EVP, Research & Development

Type	Security	Shares	Price	Value
Disposition	Restricted Stock Units	26,667	$0.00	--
Exercise	Common Stock	26,667	$0.00	--
Tax Withholding	Common Stock	11,313	$9.49	$107K
Grant/Award	Restricted Stock Units	93,000	$0.00	--
Grant/Award	Non-Statutory Stock Opotion NQ	139,500	$9.09	$1.27M

Holdings After Transaction: Restricted Stock Units — 53,333 shares (Direct); Common Stock — 34,876 shares (Direct); Non-Statutory Stock Opotion NQ — 139,500 shares (Direct)

Footnotes (1)

1. Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the RSU vesting. One-third (1/3) of the RSUs subject to this grant under Novavax, Inc. Amended and Restated 2015 Stock Incentive Plan, as amended, (the "Plan") vest on each of the first three (3) anniversaries of March 2, 2026, in each case subject to continued employment through such vesting date. One quarter 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. One-third (1/3) of the RSUs subject to this grant under the Plan vest on each of the first three (3) anniversaries of March 3, 2025, in each case subject to continued employment through such vesting date.

Form 4 Insider Transactions: What Each Field Means →

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
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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^*

Draghia-Akli Ruxandra

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Research & Development

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

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	03/03/2026		M		26,667	A	$0.00	34,876	D
Common Stock	03/03/2026		F		11,313(1)	D	$9.49	23,563	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	03/02/2026		A		93,000		(2)	03/02/2036	Common Stock	93,000	$0	101,000	D
Non-Statutory Stock Opotion NQ	$9.09	03/02/2026		A		139,500		(3)	03/02/2036	Common Stock	139,500	$9.09	139,500	D
Restricted Stock Units	$0	03/03/2026		D			26,667	(4)	03/03/2035	Common Stock	26,667	$0	53,333	D

Explanation of Responses:

1. Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the RSU vesting.

2. One-third (1/3) of the RSUs subject to this grant under Novavax, Inc. Amended and Restated 2015 Stock Incentive Plan, as amended, (the "Plan") vest on each of the first three (3) anniversaries of March 2, 2026, in each case subject to continued employment through such vesting date.

3. One quarter 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.

4. One-third (1/3) of the RSUs subject to this grant under the Plan vest on each of the first three (3) anniversaries of March 3, 2025, in each case subject to continued employment through such vesting date.

	/s/ Mark J. Casey, Attorney-in-Fact	03/04/2026
	** Signature of Reporting Person	Date
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