Novavax Files 8-K Report

TL;DR

NVX filed an 8-K for corporate updates and financials.

AI Summary

On April 22, 2024, Novavax, Inc. filed an 8-K report. The filing primarily concerns amendments to its Articles of Incorporation or Bylaws and the submission of financial statements and exhibits. No specific financial figures or significant business events were detailed in the provided excerpt.

Why It Matters

This filing indicates routine corporate updates and the submission of required financial documentation to the SEC.

Risk Assessment

Risk Level: low — The filing appears to be routine corporate housekeeping and does not disclose any immediate material risks or changes.

Key Players & Entities

• NOVAVAX, INC. (company) — Registrant
• April 22, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, Par Value $0.01 per share NVAX The Nasdaq Global Select

Filing Documents

• nvax-20240422.htm (8-K) — 38KB
• nvaxex31xamendedandrestate.htm (EX-3.1) — 120KB
• image_3.jpg (GRAPHIC) — 0KB
• 0001000694-24-000013.txt ( ) — 302KB
• nvax-20240422.xsd (EX-101.SCH) — 2KB
• nvax-20240422_lab.xml (EX-101.LAB) — 22KB
• nvax-20240422_pre.xml (EX-101.PRE) — 13KB
• nvax-20240422_htm.xml (XML) — 3KB

03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Effective April 22, 2024, the Board of Directors of Novavax, Inc. (the "Company") adopted the Amended and Restated By-Laws of Novavax, Inc. (the "Amended and Restated By-Laws"), which reduced the quorum required for the transaction of business at stockholder meetings from the holders of a majority of the shares of the Company's common stock, par value $0.01 per share ("Common Stock"), issued and outstanding and entitled to vote at a meeting to holders of one-third (33 1/3%) of the shares of Common Stock issued and outstanding and entitled to vote at such meeting (the "Quorum Requirement"). The Company has encountered difficulties reaching a quorum in the past due to the size and dispersed nature of the Company's stockholder base and the decision of many brokerage firms to eliminate discretionary voting even for "routine matters." Reducing the Quorum Requirement reduces the risk of failing to achieve the required quorum for any stockholder meetings, which failure has required and would require the Company to adjourn such meetings and therefore cause the Company to incur additional costs, such as additional virtual meeting host costs and proxy solicitation costs, and suffer other potential disruptions to its business and distraction for management. The foregoing description of the Amended and Restated By-Laws does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated By-Laws, a copy of which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference..

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 NVAX 8-K (Exhibit 3.1)- Amended and Restated By-Laws 104 Cover Page Interactive Data File (formatted as Inline XBRL).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NOVAVAX, INC. Date: April 26, 2024 By: /s/ Mark J. Casey Name: Mark J. Casey Title: Executive Vice President, Chief Legal Officer and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR