Kelly James Patrick 4

4 · NOVAVAX INC · Filed Mar 3, 2026

Form 4

Period: 2026-03-01

EVP, CFO and Treasurer

Transactions

Exercise/Conversion
Common Stock
2026-03-01+58,666→ 130,299 total
Tax Payment
Common Stock
[F1]
2026-03-01$10.14/sh−28,366$287,631→ 101,963 total
Disposition to Issuer
Restricted Stock Units
[F2]
2026-03-01−58,666→ 58,666 total
Exercise: $0.00Exp: 2034-03-01→ Common Stock (58,666 underlying)
Award
Restricted Stock Units
[F3]
2026-03-02+129,500→ 129,500 total
Exercise: $0.00Exp: 2036-03-03→ Common Stock (129,500 underlying)
Award
Non-statutory Stock Option NQ
[F4]
2026-03-02$9.09/sh+194,000$1,763,460→ 194,000 total
Exercise: $9.09Exp: 2036-03-03→ Common Stock (194,000 underlying)

Footnotes (4)

[F1]Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the RSU vesting.
[F2]One-third (1/3) of the RSUs subject to this grant under the Novavax, Inc. Amended and Restated 2015 Stock Incentive Plan, as amended, (the "Plan") vest on each of the first three (3) anniversaries of March 1, 2024, in each case subject to continued employment through such vesting date.
[F3]One-third (1/3) of the RSUs subject to this grant under the Plan vest on each of the first three (3) anniversaries of March 2, 2026, in each case subject to continued employment through such vesting date.
[F4]One-quarter (1/4) of the shares subject to this option granted under the Plan vest on the first anniversary of March 2, 2026, and the remaining three-quarters (3/4) of the shares vest in equal monthly installments over the following three (3) years, in each case subject to continued employment with the Company through such vesting date.

Signature

/s/ Mark J. Casey, Attorney-in-Fact|2026-03-03

Documents

1 file