NOVAVAX, INC. Form 8-K (Sept. 10, 2020)

Summary

Current report on Form 8-K of Novavax, Inc. dated September 10, 2020, furnished under Item 7.01, Regulation FD Disclosure. The company states that on September 10, 2020 it provided an investor update at Citi's 15th Annual BioPharma Conference presenting information relating to the company's vaccine candidates, including NVX-CoV2373, the company's coronavirus vaccine candidate. The investor presentation is attached as Exhibit 99.1. The report states the information is furnished and not deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934. The signature block is John A. Herrmann III, Executive Vice President, Chief Legal Officer and Corporate Secretary, dated September 10, 2020.

Summary drafted by a model from the document's text below and checked by script against that text before publication. It is a navigation aid, not a reading of what the document proves. Where AI is used

Full text

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event
reported): September 10, 2020

NOVAVAX, INC.

(Exact name of registrant as specified
in charter)

Delaware | 0-26770 | 22-2816046
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.)

21 Firstfield Road

Gaithersburg , Maryland 20878

(Address of Principal Executive Offices,
including Zip Code)

(240) 268-2000

(Registrant’s telephone number,
including area code)

(Former name or former address, if changed
since last report.)

________________________________________________________

Securities registered pursuant to Section
12(b) of the Act:

Title of each class | Trading Symbol(s) | Name of each exchange on which registered
Common Stock, Par Value $0.01 per share | NVAX | The Nasdaq Global Select Market

Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):

¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging
growth company ¨

If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01. Regulation FD Disclosure.

On September 10, 2020, Novavax, Inc. (the
“Company”) provided an update for investors at Citi’s 15 th Annual BioPharma Conference presenting
information relating to the Company’s vaccine candidate pipeline, including NVX-CoV2373, the Company’s coronavirus
vaccine candidate (the “Investor Presentation”), which is attached as Exhibit 99.1 to this Current Report on Form 8-K
and incorporated into this Item 7.01 by reference. A copy of the Investor Presentation will also be accessible on the Company’s
website at www.novavax.com under the “investors/investor presentation” section.

The information in this Item 7.01, including
Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be deemed incorporated
by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the
Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing. In addition,
the contents of Company’s website are not incorporated by reference into this Current Report on Form 8-K and you should not
consider information provided on the Company’s website to be part of this Current Report on Form 8-K.

Cautionary Note Regarding Forward-Looking
Statements . The Investor Presentation contains forward-looking statements that involve certain risks and uncertainties
that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary
notes in the Investor Presentation regarding these forward-looking statements.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. | Description
99.1 | Investor Presentation of Novavax, Inc.
104 | Cover Page Interactive Data File (formatted as Inline XBRL).

SIGNATURES

Pursuant to the requirements
of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.

Novavax, Inc.
Date: September 10, 2020 | By: | /s/ John A. Herrmann III
Name: | John A. Herrmann III
Title: | Executive Vice President, Chief Legal Officer and Corporate Secretary

File and source

File

SEC_NVAX_8-K_filed2020-09-10_0001104659-20-103741.htm

Size

29,079 bytes

SHA-256

b0d66230431870cb31d37fad08da8ea1982d082a71e5d2680e025d86ab4f4726

Our copy

SEC_NVAX_8-K_filed2020-09-10_0001104659-20-103741.htm

Original

www.sec.gov