NOVAVAX INC (NVAX) SEC Filings, Apr-Jun 2026

Novavax, Inc. reported the results of its annual stockholder meeting held on June 18, 2026. Stockholders owning 99,118,766 of 164,427,429 eligible common shares were present or represented by proxy, which was sufficient to conduct business.

Three Class I directors — John C. Jacobs, Gregg H. Alton, J.D., and Richard J. Rodgers — were elected to three-year terms expiring at the 2029 annual meeting. Stockholders also approved, on an advisory basis, the compensation of Novavax’s named executive officers and approved amendments and restatements to both the 2015 Stock Incentive Plan and the 2013 Employee Stock Purchase Plan.

In addition, stockholders ratified the appointment of Ernst & Young LLP as Novavax’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

NVAX filed a Form 144 reporting proposed resale activity tied to a stock plan on 05/27/2026. The filing lists that Ruxandra Draghia Akli sold 30,000 shares of Common Stock on 05/07/2026 and shows 296,083 shares in a related line of the filing.

Shah Capital Management, Shah Capital Opportunity Fund, and Himanshu H. Shah filed Amendment No. 7 to their Schedule 13D on Novavax, Inc. They report that Mr. Shah may be deemed to beneficially own 14,841,000 shares of Novavax common stock, representing 9.03% of the class, including shares held through managed accounts.

On May 14, 2026, the group sent an “Elevating Novavax Presentation” to Novavax’s board of directors outlining what they believe are failures of current leadership, including marketing since 2023, the Sanofi partnership, capital markets activity, and leadership’s focus. They also state that there have been no Novavax share transactions by them since the prior amendment.

Novavax reported first quarter 2026 revenue of $140 million, down 79% from $667 million a year earlier, mainly because Q1 2025 included $603 million of non-cash Nuvaxovid sales from closing two advance purchase agreements. Nuvaxovid product sales fell to $10 million from $608 million, while licensing, royalties and other revenue grew to $97 million, helped by a $30 million upfront payment from a new Pfizer Matrix-M license.

Cost of sales rose to $31 million, and R&D expenses were $95 million, but Non-GAAP R&D fell 13% to $68 million after partner reimbursements. SG&A dropped 40% to $29 million as commercial activities transitioned to Sanofi and cost cuts continued. Novavax posted a net loss of $9.5 million versus net income of $518.6 million in Q1 2025.

Cash, cash equivalents, marketable securities and restricted cash were $795 million at March 31, 2026, slightly above year-end 2025, supported by an initial $50 million draw on a new $330 million MidCap Financial credit facility. The company reiterated 2026 guidance, targeting Non-GAAP combined R&D and SG&A expenses of $310–$340 million and Adjusted Total Revenue of $230–$270 million, and highlighted a series of Matrix-M partnerships, including Pfizer and multiple global pharmaceutical companies, plus progress on its C. difficile vaccine candidate.

Novavax reported a sharp downturn in quarterly results as legacy COVID-19 product sales wound down and the model shifted toward partnerships. For the three months ended March 31, 2026, total revenue fell to $139.5 million from $666.7 million a year earlier, driven by a drop in product sales to $42.2 million from $621.7 million, while licensing, royalties, and other revenue grew to $97.3 million, including $48.9 million from Sanofi and a $30 million Pfizer upfront payment. The company swung to a net loss of $9.5 million versus prior net income of $518.6 million, with operating expenses roughly flat and restructuring charges of $5.4 million. Novavax ended the quarter with $794.9 million in cash, restricted cash, and marketable securities and a stockholders’ deficit of $144.8 million, and now expects existing liquidity to fund operations for at least 12 months, supported by a new credit facility under which $50 million has been drawn and by sizeable deferred revenue obligations tied to APAs and the Gavi settlement.

Novavax Inc: Vanguard Capital Management reports beneficial ownership of 8,305,681 shares of Common Stock, representing 5.09% of the class. Vanguard Capital Management reports sole dispositive power over 8,305,681 shares and sole voting power over 1,175,534 shares. The filing cites affiliated Vanguard entities and notes holdings include shares held for funds and managed accounts. The disclosure is signed by Ashley Grim as Head of Global Fund Administration.

Novavax Inc. director Charles W. Newton acquired common shares through an RSU-related transaction. On April 25, 2026, he exercised derivative rights linked to Restricted Stock Units (RSUs), resulting in ownership of 9,520 shares of Novavax common stock held directly after the transaction.

Each RSU represents a contingent right to receive one share of Novavax common stock. According to the grant terms, the RSUs will vest in three equal annual installments, with one-third of the RSUs scheduled to vest on each of the first three anniversaries of April 25, 2025, subject to his continued service on the company’s Board of Directors.

Bank of America Corporation filed an amendment to a Schedule 13G disclosing beneficial ownership of 6,655,398 shares of Novavax Inc. The filing states this stake represents 4.1% of the class, calculated using 162,935,945 outstanding shares as of February 16, 2026. The statement attributes shared voting power of 6,653,929 and shared dispositive power of 6,655,398 across Bank of America and specified subsidiaries.