Vaxart (NASDAQ: VXRT) SVP Sean Tucker reports RSU tax-withholding event

Rhea-AI Filing Summary

Vaxart, Inc. SVP and Chief Scientific Officer Sean Tucker reported a tax-withholding share disposition related to vested RSUs. On March 24, 2026, 36,418 shares of common stock were withheld by the company at $0.694 per share to cover income tax obligations on RSUs that vested that day.

After this non-market, tax-related disposition, Tucker directly holds 886,735 shares. He also has indirect holdings of 51,465 shares in joint tenancy with Frances Chang and 9,060 shares held by his spouse, as reflected in the filing’s ownership entries.

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^*

Tucker Sean

(Last) (First) (Middle)

C/O VAXART, INC.

170 HARBOR WAY, SUITE 300

(Street)

SOUTH SAN FRANCISCO CALIFORNIA 94080

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Vaxart, Inc. [ VXRT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Scientific Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/24/2026		F		36,418(1)	D	$0.694	886,735	D
Common Stock								51,465	I	By joint tenancy with Frances Chang and Sean Tucker
Common Stock								9,060	I	By Spouse

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

Explanation of Responses:

1. Represents shares that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of RSUs vested as of March 24, 2026.

	/s/ Edward Berg, Attorney-in-Fact	03/26/2026
	** 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)

FAQ

What insider transaction did Vaxart (VXRT) report for Sean Tucker?

Vaxart reported that SVP and Chief Scientific Officer Sean Tucker had 36,418 common shares withheld to cover income tax obligations on vested RSUs. This was a tax-withholding disposition by the issuer, not an open-market stock sale by Tucker.

Was the Vaxart (VXRT) Sean Tucker transaction an open-market sale?

No, the transaction was not an open-market sale. The filing shows 36,418 shares were withheld by Vaxart to satisfy income tax withholding related to RSUs vested on March 24, 2026, which is a routine compensation and tax-settlement mechanism.

How many Vaxart (VXRT) shares does Sean Tucker hold after this filing?

Following the tax-withholding event, Sean Tucker directly owns 886,735 Vaxart common shares. The filing also reports 51,465 shares held in joint tenancy with Frances Chang and 9,060 shares held by his spouse as indirect ownership positions.

What does the Form 4 tax-withholding disposition mean for Vaxart (VXRT)?

The Form 4 reflects a tax-withholding disposition, where 36,418 shares were retained by Vaxart to cover RSU-related income taxes. This is a standard administrative event tied to equity compensation, rather than a discretionary buy or sell decision in the open market.

What is the transaction code F on the Vaxart (VXRT) Form 4 for Sean Tucker?

Transaction code F indicates a disposition of shares to pay an exercise price or satisfy tax liabilities. In this case, 36,418 shares were withheld by Vaxart at $0.694 per share to meet income tax obligations from RSUs that vested on March 24, 2026.