Stanley C. Erck - Oct 4, 2021 Form 4 Insider Report for NOVAVAX INC (NVAX)

Signature
/s/ John A. Herrmann III, Attorney-in-Fact
Stock symbol
NVAX
Transactions as of
Oct 4, 2021
Transactions value $
-$6,368,612
Form type
4
Date filed
10/5/2021, 05:05 PM
Previous filing
Oct 5, 2021
Next filing
Dec 16, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NVAX Common Stock Options Exercise $883K +32K +134.01% $27.60 55.9K Oct 4, 2021 Direct F1
transaction NVAX Common Stock Options Exercise $292K +10.8K +19.38% $27.00 66.7K Oct 4, 2021 Direct F1
transaction NVAX Common Stock Sale -$232K -1.39K -2.09% $166.98* 65.3K Oct 4, 2021 Direct F1, F2
transaction NVAX Common Stock Sale -$646K -3.75K -5.74% $172.36* 61.6K Oct 4, 2021 Direct F1, F3
transaction NVAX Common Stock Sale -$874K -5.04K -8.18% $173.45* 56.5K Oct 4, 2021 Direct F1, F4
transaction NVAX Common Stock Sale -$541K -3.1K -5.48% $174.56* 53.4K Oct 4, 2021 Direct F1, F5
transaction NVAX Common Stock Sale -$632K -3.6K -6.74% $175.61* 49.8K Oct 4, 2021 Direct F1, F6
transaction NVAX Common Stock Sale -$829K -4.7K -9.43% $176.48* 45.1K Oct 4, 2021 Direct F1, F7
transaction NVAX Common Stock Sale -$1.58M -8.89K -19.7% $177.58* 36.2K Oct 4, 2021 Direct F1, F8
transaction NVAX Common Stock Sale -$1.53M -8.56K -23.63% $178.46* 27.7K Oct 4, 2021 Direct F1, F9
transaction NVAX Common Stock Sale -$592K -3.3K -11.92% $179.48* 24.4K Oct 4, 2021 Direct F1, F10
transaction NVAX Common Stock Sale -$90.3K -500 -2.05% $180.58* 23.9K Oct 4, 2021 Direct F1, F11

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NVAX Stock Option (Right to Buy) Options Exercise $0 -32K -46.72% $0.00 36.5K Oct 4, 2021 Common Stock 32K $27.60 Direct F1, F12
transaction NVAX Stock Option (Right to Buy) Options Exercise $0 -10.8K -100% $0.00* 0 Oct 4, 2021 Common Stock 10.8K $27.00 Direct F1, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
F2 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $166.94 to $167.04, inclusive. The reporting person undertakes to provide to Novavax, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F3 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.92 to $172.88, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F4 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.93 to $173.92, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F5 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $174.01 to $174.97, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F6 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $175.01 to $175.99, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F7 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $176.01 to $176.99, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F8 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $177.03 to $178.02, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F9 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $178.04 to $178.98, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F10 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $179.05 to $180.00, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F11 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $180.31 to $180.74, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
F12 Twenty-five percent (25%) of the shares subject to this option grant under the Company Amended and Restated 2015 Stock Incentive Plan, as amended (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 each such vesting date.
F13 Vesting of the shares subject to this option grant under the Plan were subject to the satisfaction of both (1) a time-based vesting requirement, pursuant to which twenty-five percent (25%) of the shares 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 on the first of each month over the following three (3) years subject to continued employment through such vesting date, and (2) a performance-based vesting requirement, pursuant to which 33.33%, 33.33%, and 33.34% of the shares vested, if at any time during the four-year period from the November 14, 2016 grant date, the volume-weighted average stock price of the Company's common stock met or exceeded $80.00, $120.00, or $160.00, respectively, for twenty (20) consecutive trading days. The Company's common stock did not meet $160.00 for twenty (20) consecutive trading days and therefore 9,171 shares were cancelled.