Vaxart, Inc. Files 8-K with Material Agreement

TL;DR

Vaxart (VXRT) filed an 8-K on Nov 5th, reporting a material definitive agreement and other disclosures.

AI Summary

On November 4, 2025, Vaxart, Inc. entered into a material definitive agreement. The company also made a Regulation FD disclosure and filed financial statements and exhibits. Vaxart, Inc. is a biotechnology company focused on biological products, formerly known as Aviragen Therapeutics, Inc., Biota Pharmaceuticals, Inc., and NABI BIOPHARMACEUTICALS.

Why It Matters

This 8-K filing indicates a significant development for Vaxart, Inc., potentially involving a new partnership or transaction that could impact its future operations and stock performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, and the specifics of this agreement are not detailed in the provided filing summary.

Key Players & Entities

• Vaxart, Inc. (company) — Registrant
• November 4, 2025 (date) — Earliest event reported
• November 5, 2025 (date) — Filing date
• Aviragen Therapeutics, Inc. (company) — Former company name
• Biota Pharmaceuticals, Inc. (company) — Former company name
• NABI BIOPHARMACEUTICALS (company) — Former company name

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock , $0.0001 par value VXRT * Indicate by check
• $25 million — to pay Vaxart an upfront license fee of $25 million and to purchase $5 million of the share
• $5 million — ense fee of $25 million and to purchase $5 million of the shares of the Company's common s
• $50 million — reed to pay Vaxart an additional fee of $50 million. If Dynavax does not elect to assume re
• $195 million — t may also be entitled to receive up to $195 million in regulatory milestone payments, up to
• $425 million — in regulatory milestone payments, up to $425 million in net sales milestone payments, and ti
• $0.45 — hares of the Common Stock at a price of $0.45 per share for the aggregate purchase pr
• $5 m — gregate purchase price of approximately $5 million, pursuant to the shelf registrati

Filing Documents

• vxrt20251104_8k.htm (8-K) — 40KB
• ex_883282.htm (EX-5.1) — 11KB
• ex_883266.htm (EX-99.1) — 24KB
• thfooter2.jpg (GRAPHIC) — 4KB
• thfooter.jpg (GRAPHIC) — 18KB
• thheader2.jpg (GRAPHIC) — 9KB
• thheader.jpg (GRAPHIC) — 23KB
• 0001437749-25-033362.txt ( ) — 292KB
• vxrt-20251104.xsd (EX-101.SCH) — 3KB
• vxrt-20251104_def.xml (EX-101.DEF) — 11KB
• vxrt-20251104_lab.xml (EX-101.LAB) — 15KB
• vxrt-20251104_pre.xml (EX-101.PRE) — 11KB
• vxrt20251104_8k_htm.xml (XML) — 3KB

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement. Exclusive License and Collaboration Agreement On November 4, 2025, Vaxart, Inc. ("Vaxart" or the "Company") entered into an Exclusive License and Collaboration Agreement (the "License Agreement") with Dynavax Technologies Corporation (Nasdaq: DVAX) relating to Vaxart's investigational oral vaccine candidate for COVID-19 based on Vaxart's oral delivery platform (the "Vaccine Candidate"). Pursuant to the terms of the License Agreement, Vaxart has granted Dynavax an exclusive, worldwide license to develop and commercialize the Vaccine Candidate and other vaccines based on Vaxart's oral delivery platform for the prevention or treatment of infection by SARS-CoV-2, SARS coronavirus, MERS coronavirus, and other coronaviruses, including all variants of such coronaviruses, and the respiratory illnesses caused by such coronavirus infections, including COVID-19 (the "Licensed Indications"). Vaxart retains the rights to its oral delivery platform and vaccine constructs for all indications other than the Licensed Indications. Under the License Agreement, Vaxart has agreed to, among other things, continue to develop the Vaccine Candidate by conducting and completing its ongoing Phase 2b clinical trial of the Vaccine Candidate, performing its obligations under its Project NextGen/BARDA award and related agreements, including Project Agreement No. 01; RRPV-24-04-NGVx-003, and conducting additional development and manufacturing activities related to the Vaccine Candidate that will be agreed to by the parties. In turn, Dynavax has agreed to pay Vaxart an upfront license fee of $25 million and to purchase $5 million of the shares of the Company's common stock, $0.0001 par value per share (the "Common Stock"), pursuant to the terms of the Purchase Agreement (as defined below). Following the completion of Vaxart's ongoing Phase 2b clinical trial and a planned end-of-Phase 2 meeting ("EOP2 Meeting") with the U.S. Food and Drug

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On November 5, 2025, the Company and Dynavax issued a press release announcing the License Agreement and the Purchase Agreement. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 7.01, and Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filing.

Forward-Looking Statements

Forward-Looking Statements

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 5.1 Opinion of Thompson Hine, dated November 5, 2025. 23.1 Consent of Thompson Hine (included in Exhibit 5.1) 99.1 Press Release, dated November 5, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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. Date: November 5, 2025 VAXART, INC. /s/ Steven Lo Steven Lo President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR