0001209191-21-047263.txt : 20210719 0001209191-21-047263.hdr.sgml : 20210719 20210719195213 ACCESSION NUMBER: 0001209191-21-047263 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210715 FILED AS OF DATE: 20210719 DATE AS OF CHANGE: 20210719 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Glenn Gregory M CENTRAL INDEX KEY: 0001342823 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26770 FILM NUMBER: 211099097 MAIL ADDRESS: STREET 1: 20 FIRSTFIELD ROAD, #250 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 2021-07-15 0 0001000694 NOVAVAX INC NVAX 0001342823 Glenn Gregory M C/O NOVAVAX, INC. 21 FIRSTFIELD ROAD GAITHERSBURG MD 20878 0 1 0 0 President, R&D Common Stock 2021-07-15 4 M 0 550 27.00 A 3361 D Common Stock 2021-07-15 4 M 0 870 27.60 A 4231 D Common Stock 2021-07-15 4 M 0 1105 46.00 A 5336 D Common Stock 2021-07-15 4 M 0 3129 5.95 A 8465 D Common Stock 2021-07-15 4 S 0 730 177.6225 D 7735 D Common Stock 2021-07-15 4 S 0 2318 178.1931 D 5417 D Common Stock 2021-07-15 4 S 0 796 179.2935 D 4621 D Common Stock 2021-07-15 4 S 0 550 180.5727 D 4071 D Common Stock 2021-07-15 4 S 0 560 181.4469 D 3511 D Common Stock 2021-07-15 4 S 0 300 182.3766 D 3211 D Common Stock 2021-07-15 4 S 0 399 183.8114 D 2812 D Common Stock 2021-07-15 4 S 0 1 184.2704 D 2811 D Common Stock 2021-07-15 4 M 0 4823 5.95 A 7634 D Common Stock 2021-07-15 4 D 0 161 179.14 D 7473 D Common Stock 2021-07-15 4 F 0 2253 179.14 D 5220 D Stock Option (Right to Buy) 27.00 2021-07-15 4 M 0 550 0.00 D 2026-11-14 Common Stock 550 0 D Stock Option (Right to Buy) 27.60 2021-07-15 4 M 0 870 0.00 D 2027-12-15 Common Stock 870 3131 D Stock Option (Right to Buy) 46.00 2021-07-15 4 M 0 1105 0.00 D 2028-12-13 Common Stock 1105 11914 D Stock Option (Right to Buy) 5.95 2021-07-15 4 M 0 3129 0.00 D 2029-09-26 Common Stock 3129 56251 D Stock Appreciation Right 5.95 2021-07-15 4 M 0 4823 0.00 D 2029-09-26 Common Stock 4823 37182 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 $176.9859 to $177.96, 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 $177.988 to $178.9871, 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 $179.0099 to $179.9087, 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 $180.14 to $180.9008, 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 $181.1643 to $182.0783, 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 $182.19 to $182.5638, 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 $183.1998 to $184.1349, 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 reporting person received 2,409 shares of common stock upon the net exercise of 4,823 stock appreciation rights under the Novavax, Inc. Amended and Restated 2015 Stock Incentive Plan, as amended (the "Plan"). The reporting person forfeited 161 shares of common stock underlying the stock appreciation rights representing the base value and 2,253 shares of common stock underlying the stock appreciation rights to satisfy the withholding tax obligations resulting from the exercise, using the closing stock price on July 15, 2021 of $179.14. Twenty-five percent (25%) of the shares subject to this option grant under 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. 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. 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 subject to continued employment through such vesting date. /s/ John A. Herrmann III, Attorney-in-Fact 2021-07-19