DOUGLAS RICHARD 4

4 · NOVAVAX INC · Filed Jun 23, 2026

AI-generated summary of this filing

Updated Jun 23, 2026

Novavax (NVAX) Director Douglas Richard Exercises RSUs, Receives Grants

What Happened

Douglas Richard, a Novavax (NVAX) director, received awards on June 18, 2026 and converted previously granted derivative awards that vested on June 20, 2026.
On 6/18/2026 he was granted 21,270 shares (option grant under the 2015 Stock Incentive Plan) and 14,180 restricted stock units (RSUs), both reported at $0.00 (total 35,450 awards). Footnotes F2 and F3 state these awards vest 100% on the first anniversary of the 6/18/2026 grant, subject to continued service.
On 6/20/2026 he had an exercise/conversion of 18,880 derivative shares (reported as acquired) and a same-day disposition of 18,880 shares at $0.00. Footnote F4 indicates these 18,880 RSUs were from a June 20, 2025 grant that vested on 6/20/2026.

Key Details

Transaction dates: Grants on 2026-06-18; conversion/disposition on 2026-06-20. Filing date: 2026-06-23.
Prices/values reported: all items shown at $0.00 in the filing.
Shares involved: 21,270 (option grant), 14,180 (RSU grant), 18,880 (vested RSUs converted and disposed).
Shares owned after transaction: not specified in the provided filing excerpt.
Notable footnotes: F1 defines RSUs as rights to one share each; F2/F3 vesting is on the first anniversary of 6/18/2026; F4 confirms the vested 6/20/2025 RSUs matured on 6/20/2026.
Timeliness: Filing was submitted 2026-06-23, within a few days of the reported transactions.

Context

The 6/18 entries are awards (grants) that vest on their first anniversary if the director remains in service — these are prospective compensation, not open-market purchases.
The 6/20 entries are conversions/exercises of previously granted RSUs that vested; the simultaneous disposition at $0.00 (as reported) is consistent with non-cash transfers commonly used for tax withholding or immediate settlement, though the filing does not detail the reason.
These are director-level compensation and derivative vesting transactions; they are disclosures of grant and conversion activity, not necessarily directional bets on the stock.

Form 4

Period: 2026-06-18

Director

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-06-20+18,880→ 73,220 total
Award
Stock Option (Right to Buy)
[F2]
2026-06-18+21,270→ 21,270 total
Exercise: $9.13Exp: 2036-06-18→ Common Stock (21,270 underlying)
Award
Restricted Stock Units
[F1][F3]
2026-06-18+14,180→ 14,180 total
→ Common Stock (14,180 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F4]
2026-06-20−18,880→ 0 total
→ Common Stock (18,880 underlying)

Footnotes (4)

[F1]Each restricted stock unit ("RSU") represents a contingent right to receive one share of Novavax, Inc. (the "Company") common stock.
[F2]One hundred percent (100%) of the shares subject to this option grant under the Amended and Restated 2015 Stock Incentive Plan, as amended, will vest on the first anniversary of the June 18, 2026 grant date subject to continued service on the Company's Board of Directors through the vesting date.
[F3]One hundred percent (100%) of the RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended, will vest on the first anniversary of the June 18, 2026 grant date subject to continued service on the Company's Board of Directors through the vesting date.
[F4]One hundred percent (100%) of the RSUs subject to this grant under the Company's Amended and Restated 2015 Stock Incentive Plan, as amended, vested on the first anniversary of the June 20, 2025 grant date subject to continued service on the Company's Board of Directors through the vesting date

Signature

/s/ Mark J. Casey, Attorney-in-Fact|2026-06-23

1 file