Novavax Inc 8-K, filed Dec 9, 2020
Novavax Inc (NVAX)
About this 8-K
Novavax Inc filed this 8-K on December 9, 2020, reporting on events of December 5, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Director Margaret G. Mcglynn
On December 5, 2020, the Board of Directors (the “Board”) of Novavax, Inc. (the “Company”) voted to increase the size of the Board from nine members to ten members and to appoint Margaret G. Mcglynn to the Board to fill the resulting vacancy, effective as of December 7, 2020. Ms. Mcglynn will serve as a Class II director and her term will expire at the Company’s 2021 annual meeting of stockholders. The Board has not appointed Ms. Mcglynn to any Board committees at this time. Ms. Mcglynn will receive an annual retainer of $40,000 for her service on the Board. Ms. Mcglynn was granted a stock option award of 7,700 shares of Company common stock under the Company’s Amended and Restated 2015 Stock Incentive Plan, as amended. There is no arrangement or understanding between Ms. Mcglynn and any other person pursuant to which Ms. Mcglynn was selected as a director. The Board has affirmatively determined that Ms. Mcglynn is independent and has no material direct or indirect interest in a related party transaction that requires disclosure. Ms. Mcglynn and the Company have entered into an indemnification agreement (the “Indemnification Agreement”) which will provide indemnification protection for Ms. Mcglynn in connection with her service as a director of the Company. The Indemnification Agreement is substantially similar to the form filed as Exhibit 10.19 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, filed on March 16, 2010 and incorporated herein by reference.
On December 9, 2020, the Company issued a press release announcing Ms. Mcglynn’s appointment to the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
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: December 9, 2020 | By: | /s/ John A. Herrmann III | |
| Name: | John A. Herrmann III | ||
| Title: | Executive Vice President, Chief Legal Officer and Corporate Secretary | ||
Exhibit 99.1
Novavax Appoints Vaccine Industry Expert Margaret G. McGlynn to Board of Directors
Gaithersburg, Md., December 9, 2020 -- Novavax, Inc. (Nasdaq: NVAX), a late-stage biotechnology company developing next-generation vaccines for serious infectious diseases, today announced the appointment of Margaret G. McGlynn, R. Ph. to its board as an independent director. Ms. McGlynn brings extensive pharmaceutical industry, vaccine and non-profit experience to her role on the Novavax Board of Directors.
“Margie’s deep experience in vaccine commercialization and understanding of global public health will be invaluable as we move closer to collecting Phase 3 clinical data and submitting NVX-CoV2373, our COVID-19 vaccine candidate, for regulatory authorization and approval,” said Stanley C. Erck, Novavax President and Chief Executive Officer.
Ms. McGlynn is currently President and Board Chair for HCU Network America, an advocacy organization she founded in 2016 that is dedicated to supporting the needs of those impacted by the rare genetic condition homocystinuria (HCU) and related disorders. Prior to founding HCU Network America, Ms. McGlynn served as President and Chief Executive Officer of the International AIDS Vaccine Initiative (IAVI), where she led extensive partnership efforts to advance the development, global launch and access to a broadly effective HIV vaccine. She previously spent more than two decades at Merck, where she held roles of increasing responsibility, including President of Merck Vaccines and Infectious Diseases, and President, U.S. Hospital and Specialty Products Division.
“This is a very exciting time to be joining the Novavax Board, and I look forward to working with my fellow directors to support Novavax’ critical priority to advance and deploy NVX-CoV2373 globally to help end this devastating pandemic, as well as progress the broader vaccine portfolio,” said Ms. McGlynn.
She currently serves on the boards of directors of Amicus Therapeutics and Vertex Pharmaceuticals. In addition to her corporate experience, Ms. McGlynn has served as a Board member for several non-profit organizations, including Hilleman Institute for Developing World Vaccine Research, Gavi, the Vaccine Alliance, the Biotechnology Innovation Organization (BIO), and Life Science Cares Philadelphia.
Ms. McGlynn holds a Bachelor of Science degree in pharmacy, a Master of Business Administration in marketing, and an honorary doctorate from the State University of New York at Buffalo.
About Novavax
Novavax, Inc. (Nasdaq: NVAX) is a late-stage biotechnology company that promotes improved health globally through the discovery, development and commercialization of innovative vaccines to prevent serious infectious diseases. The Company’s proprietary recombinant technology platform combines the power and speed of genetic engineering to efficiently produce highly immunogenic nanoparticles designed to address urgent global health needs. Novavax is conducting late-stage clinical trials for NVX-CoV2373, its vaccine candidate against SARS-CoV-2, the virus that causes COVID-19. NanoFlu™, its quadrivalent influenza nanoparticle vaccine, met all primary objectives in its pivotal Phase 3 clinical trial in older adults and will be advanced for regulatory submission. Both vaccine candidates incorporate Novavax’ proprietary saponin-based Matrix-M™ adjuvant to enhance the immune response and stimulate high levels of neutralizing antibodies.
For more information, visit www.novavax.com and connect with us on Twitter and LinkedIn.
Novavax Forward Looking Statements
Statements herein relating to the future of Novavax and the ongoing development of its vaccine and adjuvant products are forward-looking statements. Novavax cautions that these forward-looking statements are subject to numerous risks and uncertainties, which could cause actual results to differ materially from those expressed or implied by such statements. These risks and uncertainties include those identified under the heading “Risk Factors” in the Novavax Annual Report on Form 10-K for the year ended December 31, 2019, and Quarterly Report on Form 10-Q for the period ended September 30, 2020, as filed with the Securities and Exchange Commission (SEC). We caution investors not to place considerable reliance on forward-looking statements contained in this press release. You are encouraged to read our filings with the SEC, available at sec.gov, for a discussion of these and other risks and uncertainties. The forward-looking statements in this press release speak only as of the date of this document, and we undertake no obligation to update or revise any of the statements. Our business is subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.
Contacts:
Investors
Erika Trahan
ir@novavax.com
240-268-2022
Media
Brandzone/KOGS Communication
Edna Kaplan
media@novavax.com
617-974-8659