SEC Form 4 · accession 0001209191-19-018991
NOVAVAX INC · NVAX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John A Herrmann III
Officer — SVP, General Counsel
Period of report
Mar 8, 2019
Accepted (ET)
Mar 12, 2019 · 7:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001000694
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Mar 8, 2019 | A | 98,676 | A | — | — | Common Stock | 98,676 | 98,676 | D |
| Restricted Stock UnitsF1,F3 | — | Mar 8, 2019 | A | 44,979 | A | — | — | Common Stock | 44,979 | 44,979 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") represents a contingent right to receive one share of Novavax, Inc. (the "Company") common stock.
- F2One hundred percent (100%) of the RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended (the "Plan"), will vest six (6) months from the March 8, 2019 grant date (the "Grant Date") subject to continued employment with the Company through the vesting date.
- F3Vesting of the RSUs subject to this grant under the Plan is subject to the satisfaction of both (1) a time-based vesting requirement, pursuant to which one hundred percent (100%) of the RSUs vesting on the first anniversary of the Grant Date subject to continued employment through such vesting date; and (2) performance-based vesting requirements, pursuant to which (i) 80% of the RSUs will vest based on achieving a regulatory milestone associated with ResVax on or before September 30, 2019; or (ii) 20% of the RSUs will vest based on achieving a regulatory milestone associated with NanoFlu on or before September 30, 2019.