0001209191-21-007378.txt : 20210203
0001209191-21-007378.hdr.sgml : 20210203
20210203173720
ACCESSION NUMBER: 0001209191-21-007378
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210201
FILED AS OF DATE: 20210203
DATE AS OF CHANGE: 20210203
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Herrmann John A III
CENTRAL INDEX KEY: 0001610928
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-26770
FILM NUMBER: 21587521
MAIL ADDRESS:
STREET 1: C/O NOVAVAX, INC.
STREET 2: 20 FIRSTFIELD ROAD
CITY: GAITHERSBURG
STATE: MD
ZIP: 20878
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NOVAVAX INC
CENTRAL INDEX KEY: 0001000694
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 222816046
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 21 FIRSTFIELD ROAD
CITY: GAITHERSBURG
STATE: MD
ZIP: 20878
BUSINESS PHONE: 240-268-2000
MAIL ADDRESS:
STREET 1: 21 FIRSTFIELD ROAD
CITY: GAITHERSBURG
STATE: MD
ZIP: 20878
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-02-01
0
0001000694
NOVAVAX INC
NVAX
0001610928
Herrmann John A III
C/O NOVAVAX, INC.
21 FIRSTFIELD ROAD
GAITHERSBURG
MD
20878
0
1
0
0
EVP, Chief Legal Officer
Common Stock
2021-02-01
4
M
0
394
27.00
A
669
D
Common Stock
2021-02-01
4
M
0
2214
27.00
A
2883
D
Common Stock
2021-02-01
4
M
0
2085
27.60
A
4968
D
Common Stock
2021-02-01
4
M
0
2080
46.00
A
7048
D
Common Stock
2021-02-01
4
M
0
8249
5.95
A
15297
D
Common Stock
2021-02-01
4
S
0
1443
239.0421
D
13854
D
Common Stock
2021-02-01
4
S
0
4294
240.4282
D
9560
D
Common Stock
2021-02-01
4
S
0
3331
241.5067
D
6229
D
Common Stock
2021-02-01
4
S
0
2200
242.1968
D
4029
D
Common Stock
2021-02-01
4
S
0
3754
243.25
D
275
D
Stock Option (Right to Buy)
27.00
2021-02-01
4
M
0
394
0.00
D
2026-11-14
Common Stock
394
0
D
Stock Option (Right to Buy)
27.00
2021-02-01
4
M
0
2214
0.00
D
2026-11-14
Common Stock
2214
0
D
Stock Option (Right to Buy)
27.60
2021-02-01
4
M
0
2085
0.00
D
2027-12-15
Common Stock
2085
4592
D
Stock Option (Right to Buy)
46.00
2021-02-01
4
M
0
2080
0.00
D
2028-12-13
Common Stock
2080
9591
D
Stock Option (Right to Buy)
5.95
2021-02-01
4
M
0
8249
0.00
D
2029-09-26
Common Stock
8249
66001
D
The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $238.50 to $239.33, inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in this footnote.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $240.00 to $240.91, inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in this footnote.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $241.00 to $241.96, inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in this footnote.
The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $242.00 to $242.69, inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in this footnote.
Twenty-five percent (25%) of the shares subject to this option grant under the Novavax, Inc. 2015 Stock Incentive Plan, as amended (the "Plan") vested on the first anniversary of the November 14, 2016 grant date, and the remaining seventy-five percent (75%) of the shares vested in equal monthly installments over the following three (3) years subject to continued employment through such vesting date.
Vesting of the shares subject to this option grant under the Plan were subject to the satisfaction of both (1) a time-based vesting requirement, pursuant to which twenty-five percent (25%) of the shares vested on the first anniversary of the November 14, 2016 grant date, and the remaining seventy-five percent (75%) of the shares vested in equal monthly installments on the first of each month over the following three (3) years, subject to continued employment through such vesting date, and (2) a performance-based vesting requirement, pursuant to which 33.33%, 33.33%, and 33.34% of the shares vested, if at any time during the four-year period from the November 14, 2016 grant date, the volume-weighted average stock price of Novavax, Inc.'s common stock met or exceeded $80.00, $120.00, or $160.00, respectively, for twenty (20) consecutive trading days. Novavax Inc.'s common stock did not meet $160.00 for twenty (20) consecutive trading days and therefore 2,084 shares were cancelled.
Twenty-five percent (25%) of the shares subject to this option grant under the Plan vested on the first anniversary of the December 15, 2017 grant date, and the remaining seventy-five percent (75%) of the shares vested or will vest in equal monthly installments over the following three (3) years subject to continued employment through such vesting date.
Twenty-five percent (25%) of the shares subject to this option grant under the Plan vested on the first anniversary of the December 13, 2018 grant date, and the remaining seventy-five percent (75%) of the shares vested or will vest in equal monthly installments over the following three (3) years subject to continued employment through such vesting date.
Twenty-five percent (25%) of the shares subject to this option grant under the Plan vested on the first anniversary of the September 26, 2019 grant date, and the remaining seventy-five percent (75%) of the shares vested or will vest in equal monthly installments over the following three (3) years subject to continued employment through such vesting date.
/s/ John A. Herrmann III
2021-02-03