X0306 4 2021-09-29 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 2021-09-27 4 M 0 2083 5.95 A 6144 D Common Stock 2021-09-27 4 S 0 57 228.12 D 6087 D Common Stock 2021-09-27 4 S 0 225 229.9924 D 5862 D Common Stock 2021-09-27 4 S 0 272 231.0668 D 5590 D Common Stock 2021-09-27 4 S 0 318 231.9969 D 5272 D Common Stock 2021-09-27 4 S 0 262 233.2368 D 5010 D Common Stock 2021-09-27 4 S 0 217 233.8694 D 4793 D Common Stock 2021-09-27 4 S 0 203 235.1024 D 4590 D Common Stock 2021-09-27 4 S 0 98 236.295 D 4492 D Common Stock 2021-09-27 4 S 0 57 237.29 D 4435 D Common Stock 2021-09-27 4 S 0 124 239.041 D 4311 D Common Stock 2021-09-27 4 S 0 99 240.3657 D 4212 D Common Stock 2021-09-27 4 S 0 56 243.9805 D 4156 D Common Stock 2021-09-27 4 S 0 95 248.134 D 4061 D Common Stock 2021-09-27 4 M 0 1377 5.95 A 5438 D Common Stock 2021-09-27 4 D 0 36 231.04 D 5402 D Common Stock 2021-09-27 4 F 0 648 231.04 D 4754 D Stock Option (Right to Buy) 5.95 2021-09-27 4 M 0 2083 0.00 D 2029-09-26 Common Stock 2083 50001 D Stock Appreciation Right 5.95 2021-09-27 4 M 0 1377 0.00 D 2029-09-26 Common Stock 1377 33051 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 $229.40 to $230.28, 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 sold 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 $230.58 to $231.37, 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 sold 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 $231.63 to $232.46, 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 sold 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 $232.64 to $233.59, 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 sold 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 $233.76 to $234.08, 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 sold 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 $234.82 to $235.38, 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 sold 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 $235.85 to $236.74, 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 sold 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 $238.57 to $239.16, 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 sold 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 $240.30 to $240.43, 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 sold 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 $243.96 to $243.99, 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 sold 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 $247.99 to $248.55, 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 sold at each price within the range set forth in this footnote. The reporting person received 693 shares of common stock upon the net exercise of 1,377 stock appreciation rights under the Novavax, Inc. Amended and Restated 2015 Stock Incentive Plan, as amended (the "Plan"). The reporting person forfeited 36 shares of common stock underlying the stock appreciation rights representing the base value and 648 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 September 27, 2021 of $231.04. 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 2021-09-29