Jacobs John C 4

What Happened

• John C. Jacobs, President & CEO and a director of Novavax (NVAX), had RSUs convert to 83,197 common shares on 2026-01-23. To satisfy tax withholding, 39,132 of those shares were surrendered (disposed) at an implied value of $9.17 per share, totaling about $358,840. After withholding, Jacobs received approximately 44,065 net shares. This event reflects scheduled RSU vesting and tax withholding, not an open-market purchase or discretionary sale.

Key Details

• Transaction date: 2026-01-23; Form 4 filed 2026-01-26 (no lateness flag provided in supplied data).
• Vesting/conversion: 83,197 shares acquired at $0.00 (derivative conversion / RSU vesting).
• Tax withholding: 39,132 shares disposed at $9.17 → ~$358,840 surrendered to cover taxes (transaction code F).
• Net shares issued to insider: ~44,065 (83,197 − 39,132).
• Footnote: These shares arise from RSUs that vest in thirds on each of the first three anniversaries of the grant date (per the filing).
• Shares owned after the transaction were not reported in the provided data.

Context

• This was a routine RSU vesting event with share withholding to meet tax obligations (common practice), not a market sale indicating a change in conviction. For derivative/RSU events, the shares are typically issued on vesting and part withheld to cover withholding taxes (a cashless-like settlement).