NOVAVAX, INC. Form 8-K (June 14, 2021)

Summary

Current report on Form 8-K of Novavax, Inc. dated June 14, 2021, reporting under Item 8.01, Other Events. The company states that on June 14, 2021 it issued a press release announcing results from the PREVENT-19 trial of NVX-CoV2373, the company's recombinant nanoparticle protein-based COVID-19 vaccine. The press release is filed as Exhibit 99.1. The signature block is John A. Herrmann III, Executive Vice President, Chief Legal Officer and Corporate Secretary, dated June 14, 2021.

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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): June 14, 2021

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 8.01. Other Events.

On June 14, 2021,
Novavax, Inc. (the “Company”) issued a press release announcing results from the Company’s PREVENT-19 Phase 3
trial of NVX-CoV2373, the Company's recombinant nanoparticle protein-based COVID-19 vaccine. A copy of this press release is
filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. | Description
99.1 | Press
 release, dated June 14, 2021, regarding the Company’s PREVENT-19 Phase 3 Trial Results

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: June 14, 2021 | By: | /s/ John A. Herrmann III
Name: | John A. Herrmann III
Title: | Executive Vice President, Chief Legal Officer and Corporate Secretary

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