Evaxion A/S F-1/A, filed Dec 5, 2024

Evaxion A/S (EVAX)

F-1/A 2024-12-05

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	ABOUT THIS PROSPECTUS					v
	SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS					vii
	PROSPECTUS SUMMARY					1
	RISK FACTORS					19
	DIVIDEND POLICY					39
	MARKET, INDUSTRY AND OTHER DATA					39
	USE OF PROCEEDS					40
	CAPITALIZATION					41
	DILUTION					43
	BUSINESS OVERVIEW					44
	MANAGEMENT					107
	SHARE OWNERSHIP					110
	DESCRIPTION OF SHARE CAPITAL AND ARTICLES OF ASSOCIATION					113
	DESCRIPTION OF AMERICAN DEPOSITARY SHARES					131
	MATERIAL INCOME TAX CONSIDERATIONS					139
	DESCRIPTION OF SECURITIES WE ARE OFFERING					150
	PLAN OF DISTRIBUTION					152
	EXPENSES OF THE OFFERING					155
	LEGAL MATTERS					155
	EXPERTS					155
	WHERE YOU CAN FIND MORE INFORMATION					155
	DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES					157

Figure 1	A clearly differentiated position with AI based drug discovery and development	2
Figure 2	The Evaxion Three-Pronged Business Model	3
Figure 3	2024 company milestones	4
Figure 4	Preliminary 2025 company milestones	5
Figure 5	The AI-Immunology™ platform	6
Figure 6	The Evaxion pipeline	9
Figure 7	Our AI models and vaccine pipeline	45
Figure 8	A clearly differentiated position with AI based drug discovery and development	49
Figure 9	The Evaxion Three-Pronged Business Model	50
Figure 10	2024 milestones	51
Figure 11	Preliminary 2025 company milestones	52
Figure 12	Illustration of mechanisms within the tumor cell that are required for a neoantigen to have a clinical effect in patients	55
Figure 13	Benchmark study of PIONEER™ against state-of-the-art, public tools for number of hits identified in the top 10 best-ranked neoantigens	56
Figure 14	PIONEER™ improvement demonstrated in a preclinical study	57
Figure 15	Our process for manufacturing a personalized cancer vaccine	59
Figure 16	Our immuno-oncology product candidates derived from PIONEER™ and ObsERV™	60
Figure 17	Clinical design of the first-in-human Phase 1/2a clinical trial in the EVX-01 program	62
Figure 18	Patient disease status, treatment outcome and immune response from the EVX-01 Phase 1/2a clinical trial	63
Figure 19	% change in target lesion size for patients treated with EVX-01	63
Figure 20	Dose-responsiveness of immunogenic neoantigens. Pre, immune responses to EVX-01 neopeptides before vaccination, Post; Immune responses to EVX-01 neopeptides after vaccination	64
Figure 21	Frequency of immunogenic neoantigens in patients	65
Figure 22	Correlation between PIONEER quality score and immunogenicity	66
Figure 23	Kaplan-Meier plots displaying PFS of patients based on TMB high/low calculated FDA guidelines (left) Median PIONEER score (right)	66
Figure 24	Schematic presentation of the EVX-01 Phase 2 clinical trial design. Each patient receives 18 cycles with pembrolizumab (approximately two years)	67
Figure 25	Vaccine neoantigen-specific T-cell responses induced during the priming	67
Figure 26	Vaccine-specific CD4+ and CD8+ T-cells were analyzed by intracellular cytokine staining (ICS) and flow cytometry after in vitro expansion	68
Figure 27	Immunogenicity of individual EVX-01 neoantigen (neoAg) and correlation with neoAg quality score	68
Figure 28	Clinical event timeline and change in tumor target lesion size	69
Figure 29	Immunogenicity and correlation analysis between AI-Immunology™ and immune response	70
Figure 30	Illustration of our two neoantigen targeting DNA therapies, EVX-02 and EVX-03	71
Figure 31	Anti-tumor effect of the mouse EVX-02 surrogate vaccine	72
Figure 32	In vivo tumor study investigating the combinatorial effect of mEVX-02 and anti-mPD-1 antibody. P-values were calculated using log-rank (Mantel-Cox) test P<0.01	73
Figure 33	In vivo pre-clinical data for EVX-03	74

Figure 34	mEVX-02 A) and mEVX-03 B) dose-dependently inhibited the growth of subcutaneous CT26 tumors. Antitumor of EVX-02 and EVX-03 was obtained at doses as low as 5 and 0.25 μg, respectively	75
Figure 35	Pre-clinical data for mEVX-03 containing ObsERV™ identified ERV antigens (mEVX-03_ERV_CT26)	75
Figure 36	Results obtained in GLP toxicology study of EVX-03	76
Figure 37	Prediction of patient response to immunotherapy from immunogenomic profiles in baseline tumor biopsy	77
Figure 38	Prediction of patient response to immunotherapy from genomic profiles, neoantigen and ERV antigen signatures in baseline tumor biopsy	78
Figure 39	EDEN™ is a self-taught AI model that provides important insight into what makes antigens elicit a protective immune response. EDEN™ identifies novel protective proteins by recognizing abstract features shared with known highly protective proteins	80
Figure 40	Our approach to bacterial vaccine discovery and design	81
Figure 41	Correlation between EDEN prediction and protection	83
Figure 42	EDEN™ outperform Reverse Vaccinology	84
Figure 43	Multicomponent approach to the development of EVX-B1	85
Figure 44	Assessing protection of EVX-B1 in a mouse sepsis model	87
Figure 45	Assessing protection of EVX-B1 in a mouse skin infection model	87
Figure 46	IgG titers. Mice were immunized with EVX-B1	88
Figure 47	EVX-B1 prevents both disease and infection as the bacterial burden in the kidneys is blocked for at least 30 days post infection	88
Figure 48	EVX-B2 is composed of a fusion protein of NGO0265 and NGO1549 formulated with adjuvant GLA-SE	90
Figure 49	EVX-B2 induce significant protection against challenge in a N. gonorrhoeae vaginal colonization model	91
Figure 50	Both antigens used in the product candidate induce protection, which was enhanced when the antigens were fused together, as was the case in EVX-B2	92
Figure 51	EVX-B2 demonstrates high level of immunogenicity as specific antibodies can be detected already after one immunization	92
Figure 52	Cellular immune response induced by EVX-B2	93
Figure 53	EVX-B2 immune sera demonstrate broad bacterial killing activity	93
Figure 54	RAVEN™ workflow with EDEN™ integration	95
Figure 55	Vaccination with RAVEN™ identified SARS-CoV-2 T-cell epitopes protects against lethal disease	97
Figure 56	Engraftment of CD4+ T-cell epitope in the influenza hemagglutinin antigen	97

	For The Year Ended December 31,
	2023		2022		2021
	(USD in thousands, except per share amounts)
Revenue		73		—		—
Research and development		(11,916)		(17,056)		(19,583)
General and administrative		(10,354)		(8,208)		(6,251)
Operating loss		(22,197)		(25,264)		(25,834)
Finance income		963		2,831		2,039
Finance expense		(1,681)		(1,508)		(915)
Net loss before tax		(22,915)		(23,941)		(24,710)
Income tax benefit		790		772		178
Net loss for the year		(22,125)		(23,169)		(24,532)
Net loss attributable to shareholders of Evaxion Biotech A/S.		(22,125)		(23,169)		(24,532)
Loss per share – basic and diluted		(0,81)		(0,98)		(1,26)

	Six Months Ended June 30,
	2024		2023		2022
	(USD in thousands, except per share amounts)
Revenue		205		—		—
Research and development		(5,588)		(6,788)		(8,916)
General and administrative		(3,594)		(5,283)		(3,742)
Operating loss		(8,977)		(12,071)		(12,658)
Finance income		5,838		332		2,058
Finance expense		(2,282)		(604)		(383)

	Nine Months Ended September 30,
	2024		2023		2022
	(USD in thousands, except per share amounts)
Revenue		3.222		—		—
Research and development		(8,202)		(9,618)		(12,983)
General and administrative		(5,728)		(8,215)		(5,756)
Operating loss		(10,708)		(17,833)		(18,739)
Finance income		5,922		404		2,761
Finance expense		(2,665)		(786)		(918)
Net loss before tax		(7,451)		(18,215)		(16,896)
Income tax benefit		513		613		599
Net loss for the year		(6,938)		(17,602)		(16,297)
Net loss attributable to shareholders of Evaxion Biotech A/S.		(6,938)		(17,602)		(16,297)
Loss per share – basic and diluted		(0.13)		(0.66)		(0.69)

	Sep 30, 2024		Jun 30 2024		Dec 31, 2023		Dec 31, 2022
Cash and cash equivalents		4,576		7,993		5,583		13,184
Total assets		15,185		15,231		12,889		22,025
Total liabilities		15,111		13,978		17,618		13,772
Share capital		8,732		8,244		5,899		3,886
Other reserves		106,245		105,983		99,946		90,262
Accumulated deficit		(114,903)		(112,974)		(107,860)		(85,845)
Total equity before derivative warrant liability		74		1,253		(2,015)		8,303
Effect from derivative liabilities from investor warrants		—		—		(2,714)		—
Total equity		74		1,253		(4,729)		8,303
Total liabilities and equity		15,185		15,231		12,889		22,025

$m	100%	% of Total
Gross Proceeds from Offering			100%
Use of Proceeds
Placement Agent Fees and Expenses			7%
Offering Expenses			6%
Research & Development			50%
General & Administrative			37%
Total Use of Proceeds			100%

	Sep 30, 2024		As adjusted		Pro forma as adjusted
	USD in thousands
Cash and cash equivalents		4,576		4,752		15,677
Total assets		15,185		15,361		26,286
Total liabilities		15,111		15,111		15,111
Share capital		8,732		8,908		19,572
Other reserves		106,245		106,245		106,506
Accumulated deficit		(114,903)		(114,903)		(114,903)
Total equity		74		250		11,175

Public offering price per ADS	$	1.66
Historical net tangible book value per ADS as at September 30, 2024	$	0.01
Increase in net tangible book value per ADS attributable to transactions in the period through the present offering, as described above	$	0.82
Pro forma net tangible book value per ADS as of September 30, 2024	$	0.83
Dilution per ADS to new investors purchasing ADSs in this offering	$	0.83

	Grade 1			8 (88.8)%
	Grade 2			4 (44.4)%
	Grade 3			0 (0)%
	Leading to drug discontinuation			0 (0)%
	Leading to death			0 (0)%

Assessments
Improvement from SD to PR/CR			2/5 (40.0%)
Improvement from PR to CR			2/9 (22.2%)
Overall improvement in response			4/16 (25%)
ORR			*11/16 (68.8%)
Median follow up (months)			14.8 (4.7 – 21.3)
Median OS			NR
Median PFS			NR

Bacterial species	In vivo PoC	In vivo model (mouse challenge models)	IP filed
Staphylococcus aureus	✓	Lethal peritonitis and skin abscess model	✓
Pseudomonas aeruginosa	✓	Lethal peritonitis and lethal acute pneumonia model	✓
Non-typeable Haemophilus influenzae	✓	Lung colonization model	✓
Moraxella catarrhalis	✓	Lethal peritonitis and lung colonization model	✓
Neisseria gonorrhoeae	✓	Vaginal colonization model	✓
Acinetobacter baumannii	✓	Lethal acute pneumonia model	✓
Klebsiella pneumoniae	✓	Lethal peritonitis and lethal acute pneumonia model	✓

# ID	Proteins	No. of Experiments		No. of Test Mice		No. of Control Mice		% Survival of Test Mice		% Survival of Control Mice		Difference in Survival (Test vs. Control)
1	EDEN-1		4		59		60		76%		28%		48%
2	EDEN-2		2		24		24		58%		13%		46%
3	EDEN-3		3		43		44		77%		32%		45%
4	EDEN-4		2		28		28		68%		25%		43%
5	EDEN-5		2		28		28		68%		25%		43%
6	EDEN-6		2		27		28		85%		43%		42%
7	EDEN-7		3		36		36		61%		19%		42%
8	EDEN-8		5		61		64		51%		9%		41%
9	EDEN-9		3		43		44		63%		30%		33%
10	EDEN-10		3		36		36		69%		36%		33%
11	EDEN-11		3		32		35		53%		20%		33%
12	EDEN-12		3		42		42		62%		31%		31%
13	EDEN-13		3		36		36		47%		28%		19%

Function	Number
Clinical Research & Development		4
Scientific Research & Development		19
Supporting Functions		17
Commercial & Business Development		3
TOTAL		43

Name	Age	Position(s)
Executive Management:
Christian Kanstrup, MSc(1)	52	Chief Executive Officer
Thomas Frederik Schmidt, MSc(2)	53	Chief Financial Officer (interim)
Birgitte Rønø, Ph.D.	47	Chief Scientific Officer
Andreas Holm Mattsson	49	Chief AI Officer

Board	Warrants granted		Exercise price USD		Expiration date
Marianne Søegaard		40,000		0.4		31/12/2031
Roberto Prego Pineda		20,000		0.4		31/12/2031
Lars Holtug		20,000		0.4		31/12/2031
Niels Iversen Møller		20,000		0.4		31/12/2031

	Christian Kanstrup (CEO)
	Bonus			12
	Bo Karmark (CFO)
	Bonus			65
	Jesper Nygaard Nissen (COO and CFO)
	Bonus			27
	Andreas Holm Mattsson (CAIO)
	Bonus			12
	Erik Deichmann Heegaard, Ph.D., DMSc (CMO)
	Bonus			29
	Birgitte Rønø, Ph.D. (CSO)
	Bonus			23

	Before Offering				After Offering
Name of Beneficial Owner	Number		Percent		Number		Percent
5% or Greater Shareholders
Niels Møller(1)		4,329,017		7.4		4,329,017		3.9
Mattsson Holding af 2008 ApS(2)		4,142,521		7.1		4,142,521		3.8
Merck Global Innovation Fund LLC(3)		7,720,588		12.7		7,720,588		6.8
Armistice Capital LLC(4)		5,552,770		9.5		5,552,770		4.2
Executive Management
Christian Kanstrup(5)		1,544,181		2.6		1,544,181		1.4
Andreas Holm Mattsson(2)		4,285,657		7.3		4,285,657		3.9
Birgitte Rønø(6)		182,306		—		182,306		—
Directors
Roberto Prego(7)		557,822		1.0		557,822		0.5
Lars Holtug(8)		176,644		—		176,644		—
Marianne Søgaard(9)		1,770,803		3.0		1,770,803		1.6
Lars Staal Wegner(10)		681,842		1.2		681,842		0.6
All current directors and executive management, as a group (7 persons)		9,272,785		15.1		9,272,785		8.1

Date	Transaction	Share Capital After Transaction		Price Per Share (DKK) (Rounded)
August 2008	Formation (Nominal DKK 1)		250,000		1.00
March 2014	Cash contribution (Nominal DKK 1)		268,148		120.00
December 2014	Cash contribution (Nominal DKK 1)		316,751		178.22
December 2015	Cash contribution (Nominal DKK 1)		336,549		435.76
March 2016	Cash contribution (Nominal DKK 1)		342,880		432.12
September 2017	Cash contribution (Nominal DKK 1)		358,806		1,034.75
March 2019	Transfer of reserves (Nominal DKK 1)		717,612		1.00
July 2019	Cash contribution and debt conversion (Nominal DKK 2)		836,994		914.71(avg)
December 2019	Cash contribution (Nominal DKK 1)		843,564		1,037.50
September 2020	Cash contribution (Nominal DKK 1)		884,974		1,002.90
October 2020	Cash contribution (Nominal DKK 1)		899,926		1,008.45

Persons depositing or withdrawing shares or ADS holders must pay:			For:
$5.00 (or less) per 100 ADSs (or portion of 100 ADSs)			Issuance of ADSs, including issuances resulting from a distribution of shares or rights or other property
			Cancellation of ADSs for the purpose of withdrawal, including if the deposit agreement terminates
$0.05 (or less) per ADS			Any cash distribution to ADS holders

Persons depositing or withdrawing shares or ADS holders must pay:			For:
A fee equivalent to the fee that would be payable if securities distributed to you had been shares and the shares had been deposited for issuance of ADSs			Distribution of securities distributed to holders of deposited securities (including rights) that are distributed by the depositary to ADS holders
$0.05 (or less) per ADS per calendar year			Depositary services
Registration or transfer fees			Transfer and registration of shares on our share register to or from the name of the depositary or its agent when you deposit or withdraw shares
Expenses of the depositary			Cable and facsimile transmissions (when expressly provided in the deposit agreement) Converting foreign currency to United States dollars
Taxes and other governmental charges the depositary or the custodian has to pay on any ADSs or shares underlying ADSs, such as stock transfer taxes, stamp duty or withholding taxes			As necessary
Any charges incurred by the depositary or its agents for servicing the deposited securities			As necessary

SEC registration fee	$	1,914
FINRA filing fee	$	2,375
Printing and engraving expenses	$	90,000
Legal fees and expenses	$	540,000
Accounting fees and expenses	$	45,000
Miscellaneous expenses	$	40,000
Total	$	722,000

Exhibit Number	Exhibit Description	Form	Date	Incorporated by Reference Number	File Number
10.2	Finance Contract between European Investment Bank and Evaxion Biotech A/S dated August 6, 2020	F-1	01/08/2021	10.2	333-251982
10.3	Lease Agreement dated October 2, 2020 between Evaxion Biotech A/S and DTU Science Park A/S.	F-1	01/08/2021	10.3	333-251982
10.4	Clinical Trial Collaboration and Supply Agreement by and among Evaxion Biotech A/S, MSD International GmbH and MSD International Business GmbH, subsidiaries of Merck & Co., Inc., (known collectively as MSD outside the United States and Canada) (Incorporate by Reference to Exhibit 99.2 to Form 6-K filed with the Commission on October 25, 2021).	6-K	10/25/2021	99.2	001-39950
10.5	Purchase Agreement dated June 7, 2022, between Evaxion Biotech A/S and Lincoln Park Capital Fund, LLC	6-K	06/07/2022	10.1	001-3950
10.6	Registration Rights Agreement dated June 7, 2022, between Evaxion Biotech A/S and Lincoln Park Capital Fund, LLC	6-K	06/07/2022	10.2	001-3950
10.7	Capital on DemandTM Sales Agreement dated October 3, 2022 between Evaxion Biotech A./S and JonesTrading Institutional Services LLC	6-K	10/04/2022	1.1	001-3950
10.8	Agreement for the Issuance and Subscription of Notes	6-K	08/04/2023	10.1	001-39950
10.9	Option and License agreement	6-K	10/03/2024	10.1	001-39950
10.10	Form of Placement Agent Warrant	F-1/A	1/30/2024	4.4	333-276505
10.11	Form of Securities Purchase Agreement	6-K	02/05/2024	99.1	001-39950
10.12	Form of Pre-Funded Warrant	6-K	02/05/2024	99.2	001-39950
10.13	Form of Series A Ordinary Warrant	6-K	02/05/2024	99.3	001-39950
10.14	Amendment to Series A Warrant	6-K	05/24/2024	10.1	001-39950
10.15	Amendment to Warrant	6-K	06/24/2024	10.1	001-39950
10.16	Co-Ownership Agreement	6-K	07/02/2024	10.1	001-39950
10.17	License Agreement	6-K	07/02/2024	10.1	001-39950
10.18**	Form of Securities Purchase Agreement for this Offering
21.1	List of Subsidiaries of the Registrant	F-1/A	11/03/2021	21.1	333-260493
23.1**	Consent of independent registered public accounting firm
23.2**	Consent of Mazanti-Andersen (included in Exhibit 5.1).
24.1	Power of Attorney (included on signature page to this registration statement).	F-1	11/18/2024		333-283304
107	Filing Fee Table	F-1	11/18/2024		333-283304

Signature		Title	Date
/s/ Christian Kanstrup Christian Kanstrup		Chief Executive Officer (Principal Executive Officer)	December 5, 2024
/s/ * Thomas Frederik Schmidt		Interim Financial Officer	December 5, 2024
/s/ * Marianne Søgaard		Director	December 5, 2024
/s/ * Roberto Prego		Director	December 5, 2024
/s/ * Lars Wegner		Director	December 5, 2024
*By:	/s/ Christian Kanstrup Christian Kanstrup Attorney-In-Fact

	Very truly yours,

	LAKE STREET CAPITAL MARKETS, LLC

	By:
		Name: Michael Townley
		Title: Head of Investment Banking

	Address for notice:
	920 Second Avenue South, Suite 700
	Minneapolis, Minnesota 55402
	Attention: Michael Townley, Head of Investment Banking Email: mike.townley@lakestreetcm.com

EVAXION BIOTECH A/S

By:
	Name: Christian Kantrup
	Title: Chief Executive Officer

EVAXION BIOTECH A/S

By:
	Name: Christian Kanstrup
	Title: Chief Executive Officer

	Mazanti-Andersen	Amaliegade 10
	Advokatpartnerselskab	DK-1256 København K
	VAT: DK35892052	+45 3314 3536

	www.mazanti.dk	Klosterbakken 12
		DK-5000 Odense C
		+45 6314 1414

Lars Lüthjohan Attorney-at-law D: +45 3319 3749 M: +45 4028 3536 llj@mazanti.dk	1.	Introduction I act as Danish legal adviser to Evaxion Biotech A/S (the “Company”), in connection with the Registration Statement on Form F-1/A (File No. 333-283304) (the “Registration Statement”) filed by the Company with the Securities and Exchange Commission (the “Commission”) on December __, 2024 for purposes of registering under the Securities Act of 1933 (the “Securities Act”) the offer and sale of the Company’s ordinary shares, DKK 1 nominal value (the “Ordinary Shares”), represented by American Depositary Shares (“ADSs”), with each ADS representing ten (10) ordinary shares (“Placement Shares”) as well as Pre-Funded Warrants (the ”Warrants”) , each such Warrant conferring the right to purchase ADSs with each ADS representing ten (10) Ordinary Shares.

	1.1	This opinion is being rendered in connection with the filing of the Registration Statement with the Commission. Certain terms used in this opinion are defined in Annex 1 (Definitions).

	2.	Danish Law

	2.1	This opinion is limited to Danish law in effect on the date of this opinion and we express no opinion with regard to the laws of any other jurisdiction. The opinion (including all terms used in it) is in all respects to be construed in accordance with Danish law. This opinion does not include an assessment or opinion as to whether the Shares and the Warrants have been subscribed at market price in accordance with the Danish Companies Act.

	3.	SCOPE OF INQUIRY

	3.1	For the purpose of this opinion, I have examined, and relied upon the accuracy of the factual statements and compliance with the undertakings in, the following documents:

	4.	Assumptions

		In giving this opinion we have assumed, without further verification, the completeness and accuracy of all documentation that we have reviewed. We have also relied upon the following assumptions, which we have not independently verified:

	4.1	Copies of documents, conformed copies or drafts of documents provided to us are true and complete copies of, or in the final forms of, the originals.

	4.7	There is nothing under any law (other than the law of the Kingdom of Denmark) which would or might affect the opinions hereinafter appearing.

		Specifically, we have made no independent investigation of the laws of the USA.

	5.	Opinion

	5.1	Based on the documents and investigations referred to in paragraph 3 above, I am of the following opinion:

	6.2	Any and all liability and other matters relating to this opinion shall be governed exclusively by Danish law and the Danish courts shall have exclusive jurisdiction to settle any dispute relating to this opinion.

	6.3	The Company may:

Lars Lüthjohan Attorney-at-law D: +45 3319 3749 M: +45 4028 3536 llj@mazanti.dk	1. 1.1	Introduction I act as a Danish tax adviser to Evaxion Biotech A/S (the “Issuer”) with the Registration Statement on Form F-1 (Registration No. 333-283304) (the “Registration Statement”) filed on November 18, 2024, as amended and supplemented to the date hereof. This opinion is being furnished in accordance with the requirements of Item 601(b)(8) of Regulation S-K under the Securities Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or related prospectus (the “Prospectus”) other than expressly stated herein with respect to the statements in the Registration Statement under the heading “Danish Tax Considerations” on pages 138-143. Certain terms used in this opinion are defined in Annex 1 (Definitions).

	2.	DANISH LAW

	2.1	This opinion is limited to Danish law in effect on the date of this opinion and we express no opinion with regard to the laws of any other jurisdiction. The opinion (including all terms used in it) is in all respects to be construed in accordance with Danish law.

	4.1	Based on the documents and investigations referred to in paragraph 3, I am of the following opinion:

		The statements in the Registration Statement under the heading “Danish Tax considerations” on pages 138-143, insofar they purport to constitute summaries of certain provisions of Danish tax law include accurate summaries thereof in all material respects.

EVAXION BIOTECH A/S			Address for Notice:

By:
Name:			E-mail:
Title:

Subscription Amount:	$ _________________

Settlement Election:	¨   DVP Settlement
	¨   Book Entry Settlement
	¨   DWAC Company Escrow Settlement (Input DWAC Details here: _____________)

ADSs:	_________________