NOVAVAX INC Form 4 (Sept. 26, 2022) — Herrmann John A III
Summary
In this Form 4, John A. Herrmann III, EVP, Chief Legal Officer of NOVAVAX INC [NVAX], reports transactions on 09/26/2022. Directly, 3,973 restricted stock units became shares under code M, bringing ownership to 8,373 shares, and 1,324 shares were disposed of under code F at $18.87, leaving 7,049. By spouse, 667 units became shares, bringing indirect ownership to 3,642, and 258 shares were disposed of at $18.87, leaving 3,384. Both grants vested one-third (1/3) on each of the first three (3) anniversaries of the September 26, 2019 grant date. The form is signed /s/ John A. Herrmann III, dated 09/28/2022.
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“NOVAVAX INC Form 4 (Sept. 26, 2022) — Herrmann John A III.”
Original at www.sec.gov. Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/sec-nvax-4-filed2022-09-28-0001209191-22-051471-b9416d5519/
, SHA-256 6844ccab8330fe3ff9eccd0ba5c5965dd6bcaed39a3e05a2c573c762933629a7.Full text
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 | OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB APPROVAL | OMB Number: 3235-0287 Estimated average burden hours per response: 0.5 | OMB Number: | 3235-0287 | Estimated average burden | hours per response: | 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person * Herrmann John A III (Last) (First) (Middle) C/O NOVAVAX, INC. 21 FIRSTFIELD ROAD (Street) GAITHERSBURG MD 20878 (City) (State) (Zip) | Herrmann John A III | (Last) | (First) | (Middle) | C/O NOVAVAX, INC. | 21 FIRSTFIELD ROAD | GAITHERSBURG | MD | 20878 | (City) | (State) | (Zip) | 2. Issuer Name and Ticker or Trading Symbol NOVAVAX INC [ NVAX ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) EVP, Chief Legal Officer | Director | 10% Owner | X | Officer (give title below) | Other (specify below) | EVP, Chief Legal Officer
3. Date of Earliest Transaction
(Month/Day/Year) 09/26/2022
4. If Amendment, Date of Original Filed
(Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person | X | Form filed by One Reporting Person | Form filed by More than One Reporting Person
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 | 09/26/2022 | M | 3,973 | A | (1) | 8,373 | D
Common Stock | 09/26/2022 | F | 1,324 | D | $ 18.87 | 7,049 | D
Common Stock | 09/26/2022 | M | 667 | A | (1) | 3,642 (2) | I | By spouse
Common Stock | 09/26/2022 | F | 258 | D | $ 18.87 | 3,384 (2) | 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
Restricted Stock Units | (1) | 09/26/2022 | M | 3,973 | (3) | (3) | Common Stock | 3,973 | $ 0.00 | 0 | D
Restricted Stock Units | (1) | 09/26/2022 | M | 667 | (4) | (4) | Common Stock | 667 | $ 0.00 | 0 | I | By spouse
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Novavax, Inc. (the "Company") common stock.
2. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
3. The RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended, vested with respect to one-third (1/3) of the RSUs on each of the first three (3) anniversaries of the September 26, 2019 grant date (the "Grant Date"), in each case subject to continued employment through such vesting date.
4. The RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended, vested with respect to one-third (1/3) of the RSUs on each of the first three (3) anniversaries of the Grant Date, in each case subject to continued service with the Company through such vesting date.
Remarks:
/s/ John A. Herrmann III | 09/28/2022
** 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.
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