Shah Capital Amends Novavax Stake Filing

TL;DR

Shah Capital updated its Novavax filing - check for changes in ownership/strategy.

AI Summary

Shah Capital Management filed an amendment (No. 1) to its Schedule 13D on April 15, 2024, regarding its holdings in Novavax, Inc. The filing indicates a change in the reporting person's beneficial ownership of Novavax's common stock. Shah Capital Management is based in Raleigh, NC, and Novavax, Inc. is headquartered in Gaithersburg, MD.

Why It Matters

This filing signals a potential shift in a significant shareholder's position or strategy concerning Novavax, which could influence market perception and stock movement.

Risk Assessment

Risk Level: medium — Schedule 13D filings often indicate activist intentions or significant stake changes, which can introduce volatility.

Key Players & Entities

• Shah Capital Management (company) — Filing person
• Novavax, Inc. (company) — Subject company
• April 15, 2024 (date) — Filing date
• April 10, 2024 (date) — Date of event requiring filing

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, Par Value $0.01 per share (Title of Class of Securiti
• $7,075,378 — ,550,000 shares bought at total cost of $7,075,378 (inclusive of commission) (d) No other

Filing Documents

• fp0087987-2_sc13da.htm (SC 13D/A) — 67KB
• fp0087987-2_ex991.htm (EX-99.1) — 7KB
• fp0087987-2_ex992.htm (EX-99.2) — 21KB
• image_005.jpg (GRAPHIC) — 10KB
• image_001.jpg (GRAPHIC) — 22KB
• 0001398344-24-007160.txt ( ) — 141KB

Security and Issuer

Item 1. Security and Issuer. (a) Name of Issuer: NOVAVAX, INC. (b) Address of Issuer's Principal Executive Offices 700 Quince Orchard Road Gaithersburg, Maryland 20878

Identity and Background

Item 2. Identity and Background. (a) Name . This Statement is filed by: (i) Shah Capital Management, Inc. ("Shah Capital"), a North Carolina corporation, who serves as the investment adviser to Shah Opportunity (as defined below); (ii) Shah Capital Opportunity Fund LP ("Shah Opportunity"), a Delaware limited partnership; and (iii) Himanshu H. Shah, who serves as President and Chief Investment Officer of Shah Capital. Shah Capital, Shah Opportunity and Mr. Shah are referred to collectively as the "Reporting Persons." (b) Residence of Business Address The address of the principal business and principal office of each of the Reporting Persons is 2301 Sugar Bush Road, Suite 510, Raleigh, North Carolina 27612. (c) Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or Other Organization in Which Such Employment Is Conducted The principal business of each of Shah Capital and Shah Opportunity is investing in securities. The principal occupation of Mr. Shah is serving as the President and Chief Investment Officer of Shah Capital. (d) Criminal Convictions During the past five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Civil Proceedings During the past five years, none of the Reporting Persons has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding such person was or is CUSIP NO.670002401 13D Page 6 of 15 Pages future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Citizenship Shah Capital is a North Carolina corporation. Shah Opportunity is a Delaware limited partnership. Mr. Shah is a citizen of the United

Source and Amount of Funds or Other

Item 3. Source and Amount of Funds or Other Consideration. Except for 57,159 shares owned directly by Mr. Shah, which were purchased using his personal funds, all of the shares to which this Statement relates were purchased on behalf of the Reporting Persons using the investment capital of the Reporting Persons. All shares were purchased in various transactions and for various amounts of consideration through open market purchases.

Purpose of Transaction

Item 4. Purpose of Transaction The Reporting Persons purchased the shares for investment purposes, and such purchases have been made in the ordinary course of business of the Reporting Persons. The Reporting Persons do not have any present plan or proposal that would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D. In pursuing investment purposes, the Reporting Persons may further purchase, hold, vote, trade, dispose or otherwise deal in the shares at times, and in such manner, as they deem advisable to benefit from, among other things: (1) changes in the market prices of the shares; (2) changes in the Issuer's operations, business strategy or prospects; or (3) from the sale, merger, or other proposed corporation transaction pursued or closed with respect to the Issuer or a third party. To evaluate such alternatives, the Reporting Persons will monitor the Issuer's operations, business, management, capital structure, financials, and prospects; competitive and strategic matters related to the Issuer's business, competitors' businesses, and the industry generally; corporate transactions and potential corporate transactions involving the Issuer; and prevailing market conditions, as well as other economic, securities markets and investment considerations. Consistent with their investment research methods and evaluation criteria, the Reporting Persons has discussed, engaged with and may continue to discuss such matters with the Issuer's management or the Board of Directors, other stockholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit, and other investors. Such evaluations and discussions may materially affect, and result in, among other things, the Reporting Persons: (1) modifying their ownership of the shares, including, without limitation, the purchase or sale of shares in the open market or through privately negotiated

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer.

(a) and (b)

Item 5 (a) and (b) Shah Capital Management Shah Capital Opportunity Fund LP Himanshu H. Shah (a) Amount Beneficially Owned: 9,326,176 8,700,000 9,383,335 (b) Percent of Class:* 6.66% 6.21% 6.70% (c) Number of Shares to Which Reporting Person Has: (i) Sole Voting Power: N/A N/A 57,159 (ii) Shared Voting Power: 9,326,176 8,700,000 9,326,176 (iii) Sole Dispositive Power: N/A N/A 57,159 (iv) Shared Dispositive Power: 9,326,176 8,700,000 9,326,176 The percentage in this paragraph relating to beneficial ownership of shares is based on 140,000,000 shares outstanding as of February 29, 2024. (c) Except as disclosed below, none of the Reporting Persons have effected any transactions in the shares of Common Stock in the 60 days prior to the date of this Statement. 1,550,000 shares bought at total cost of $7,075,378 (inclusive of commission) (d) No other person is known to the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of no par value covered by this Statement. (e) Not applicable.

Contracts, Arrangements, Understandings or Relationships with

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Other than as described in this Statement, to the knowledge of the Reporting Persons, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any other persons with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. CUSIP NO.670002401 13D Page 8 of 15 Pages

Material to be Filed as Exhibits

Item 7. Material to be Filed as Exhibits. The following documents are filed as exhibits: Exhibit Number Description Exhibit 99.1 Joint Filing Agreement, dated April 15, 2024, by and among Shah Capital Management, Inc., Shah Capital Opportunity Fund LP, and Himanshu H. Shah. Exhibit 99.2 BOD Letter Signature After reasonable inquiry and to the best of each of the undersigned's knowledge and belief, each of the undersigned certifies that the information set forth in this Statement is true, complete and correct. Date: April 15, 2024 SHAH CAPITAL MANAGEMENT, INC. By: /s/ Himanshu H. Shah Name: Himanshu H. Shah Title: President and Chief Investment Officer Date: April 15, 2024 SHAH CAPITAL OPPORTUNITY FUND LP By: /s/ Himanshu H. Shah Name: Himanshu H. Shah Title: Managing Member Date: April 15, 2024 /s/ Himanshu H. Shah Himanshu H. Shah

View Full Filing

View this SC 13D/A filing on SEC EDGAR