Filing Details

Accession Number:
0001209191-21-002621
Form Type:
4
Zero Holdings:
No
Publication Time:
2021-01-07 19:08:04
Reporting Period:
2021-01-05
Accepted Time:
2021-01-07 19:08:04
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1000694 Novavax Inc NVAX Biological Products, (No Disgnostic Substances) (2836) 222816046
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1468534 John Trizzino C/O Novavax, Inc.
21 Firstfield Road
Gaithersburg MD 20878
Evp, Cmo And Cbo No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2021-01-05 394 $27.00 5,481 No 4 M Direct
Common Stock Acquisiton 2021-01-05 2,214 $27.00 7,695 No 4 M Direct
Common Stock Acquisiton 2021-01-05 1,668 $27.60 9,363 No 4 M Direct
Common Stock Acquisiton 2021-01-05 2,082 $46.00 11,445 No 4 M Direct
Common Stock Acquisiton 2021-01-05 6,249 $5.95 17,694 No 4 M Direct
Common Stock Disposition 2021-01-05 3,700 $110.25 13,994 No 4 S Direct
Common Stock Disposition 2021-01-05 4,164 $111.19 9,830 No 4 S Direct
Common Stock Disposition 2021-01-05 4,194 $112.19 5,636 No 4 S Direct
Common Stock Disposition 2021-01-05 3,500 $113.29 2,136 No 4 S Direct
Common Stock Disposition 2021-01-05 1,500 $114.25 636 No 4 S Direct
Common Stock Disposition 2021-01-05 349 $115.11 287 No 4 S Direct
Common Stock Acquisiton 2021-01-05 1,149 $5.95 1,436 No 4 M Direct
Common Stock Disposition 2021-01-05 59 $116.24 1,377 No 4 D Direct
Common Stock Disposition 2021-01-05 584 $116.24 793 No 4 F Direct
Common Stock Disposition 2021-01-07 506 $124.17 287 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 M Direct
No 4 D Direct
No 4 F Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Stock Option (Right to Buy) Disposition 2021-01-05 394 $0.00 394 $27.00
Common Stock Stock Option (Right to Buy) Disposition 2021-01-05 2,214 $0.00 2,214 $27.00
Common Stock Stock Option (Right to Buy) Disposition 2021-01-05 1,668 $0.00 1,668 $27.60
Common Stock Stock Option (Right to Buy) Disposition 2021-01-05 2,082 $0.00 2,082 $46.00
Common Stock Stock Option (Right to Buy) Disposition 2021-01-05 6,249 $0.00 6,249 $5.95
Common Stock Stock Appreciation Right Disposition 2021-01-05 1,149 $0.00 1,149 $5.95
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2026-11-14 No 4 M Direct
0 2026-11-14 No 4 M Direct
5,009 2027-12-15 No 4 M Direct
12,507 2028-12-13 No 4 M Direct
68,751 2029-09-26 No 4 M Direct
12,651 2029-09-26 No 4 M Direct
Footnotes
  1. The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
  2. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.72 to $110.65,inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in thisfootnote.
  3. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.73 to $111.70,inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in thisfootnote.
  4. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $111.73 to $112.72,inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in thisfootnote.
  5. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $112.74 to $113.70,inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in thisfootnote.
  6. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $113.94 to $114.76,inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in thisfootnote.
  7. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $115.06 to $115.15,inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in thisfootnote.
  8. The reporting person received 506 shares of common stock upon the net exercise of 1,149 stock appreciation rights. The reporting person forfeited 59shares of common stock underlying the stock appreciation rights representing the base value and 584 shares of common stock underlying the stockappreciation rights to satisfy the withholding tax obligations resulting from the exercise, using the closing stock price on January 5, 2021 of $116.24.
  9. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $124.03 to $124.57,inclusive. The reporting person undertakes to provide to Novavax, Inc., any security holder of Novavax, Inc., or the staff of the Securities andExchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in thisfootnote.
  10. Twenty-five percent (25%) of the shares subject to this option grant under the Novavax, Inc. Amended and Restated 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.
  11. 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.
  12. 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.
  13. 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.
  14. 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, in each case subject to continued employment through such vesting date.
  15. Twenty-five percent (25%) of the shares subject to this stock appreciation right 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, in each case subject to continued employment through such vesting date.