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Annual Report 2019 to Our Shareholders

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Annual Report 2019 To Our Shareholders Vaccines and wide-spread I want to underscore the success of NanoFlu, our vaccination practices have been adjuvanted quadrivalent influenza vaccine. Earlier this instrumental in shaping our year we announced that the Phase 3 trial of NanoFlu global community by preventing achieved all primary endpoints. With these results, we devastating diseases and saving are developing a BLA package that, when approved, will millions of lives. Recent scientific allow us to bring NanoFlu to adults over 65, increasingly and technological advances offer new potential for challenged by weakened immunity. NanoFlu addresses a vaccines to address and prevent existing and emerging serious public health threat as well as a federal mandate infectious diseases. There is no better illustration of the to find better, more effective influenza vaccines. continued need for innovative vaccines than the COVID-19 pandemic we are all confronting. In addition, we remain committed to addressing the unmet medical need for an RSV vaccine for vulnerable At Novavax, our dedication to our mission necessitates populations. Other companies have joined the effort to that we focus efforts on a vaccine that can help global defeat RSV, but our RSV-F Protein vaccines are unique health authorities address, control and potentially in demonstrating potent efficacy in late stage clinical trials eradicate SARS-CoV-2, the virus responsible for for both older adults and vaccinated pregnant mothers COVID-19. We are seeking to fulfill our mission with for the protection of their infants. The results of our trials NVX-CoV2373. give us optimism that we have viable RSV vaccines, and we will continue to work with regulatory authorities and potential partners to refine clinical trial designs with the My letter to you, the stockholders of Novavax, normally goal of bringing these life-saving vaccines to the market. focuses on activities from the past year. However, I would be remiss if I did not comment first on our COVID-19 Our success as a vaccine development company will rely efforts. NVX-CoV2373 was developed by our discovery heavily on our ability to leverage our proven technology team using our nanoparticle platform and fortified with platforms (recombinant protein antigens fortified by our our Matrix-M adjuvant. Preclinical studies offer strong Matrix-M adjuvant), execute against our strategic plans as evidence that this vaccine candidate will be highly circumstances evolve, and advance effective vaccines in immunogenic and thus protective in humans. In light of support of global health. Meeting our core principles will global health needs, we accelerated our plans to begin allow us to create value for our stockholders. Our vision first-in-human trials in May in parallel with our aggressive is both ambitious and challenging with large hurdles that product development and manufacturing activities. The must be addressed. Fortunately, Novavax draws upon a support of CEPI, the Coalition for Epidemic Preparedness smart, talented, hardworking, and above all, dedicated Innovations, will be instrumental in contributing to our group of employees. I am fortunate to be a part of this progress and rapid response. CEPI recently awarded remarkable group, driven by passion to find answers and Novavax with up to $388 million in funding to advance to solve some of our greatest health challenges. NVX-CoV2373 in the clinic, to implement rapid production of antigen and adjuvant, and to allow for large-scale I am proud to share the successes of this team, and grateful manufacturing in multiple potential sites around the world. to our stockholders for the encouragement and support of this vision to improve global health. Trite though it may Our experience developing vaccines to address unmet sound, it is never more true than it is now: our success medical needs, improving the standards for vaccinating stems from the confidence of our investors, the support of against diseases where current vaccines are insufficient, our funding partners, and the efforts of a superlative group and protecting against new, emerging infectious diseases of employees and contractors, in the U.S., Sweden, and make Novavax uniquely qualified to bring its thoughtful around the world. I wish to sincerely thank you all; without but rapid development strategies to bear when vaccine you, Novavax could not begin to do what it has done, is solutions are required. Although we have been spending now doing, and will do in the days ahead. much of the first part of 2020 focusing on COVID-19, we are also continuing to advance our NanoFlu program forward toward BLA filing, identify new opportunities to leverage Matrix-M, and align on progressing our important RSV vaccine programs. Stanley C. Erck President and Chief Executive Officer 21 Firstfield Road Gaithersburg, MD 20878 T 240-268-2000 Creating Tomorrow’s Vaccines Today F 240-268-2100 www.novavax.com Nasdaq: NVAX May 12, 2020 Dear Novavax Stockholder: You are cordially invited to our Annual Meeting of Stockholders on Thursday, June 25, 2020, beginning at 8:30 a.m. Eastern Time. Due to the public health impact of the coronavirus pandemic (“COVID-19”) and to support the health and well-being of our stockholders, this year’s Annual Meeting of Stockholders will be held in a virtual meeting format only. You can virtually attend the live webcast of the Annual Meeting of Stockholders at www.viewproxy.com/Novavax/2020/VM. We are pleased to also provide a copy of our 2019 Annual Report to Stockholders with this proxy statement. Your vote is important, and we hope you will be able to attend the Annual Meeting. You may vote over the Internet, by telephone, or, if you requested printed proxy materials, by mailing a proxy card or voting instruction form. Please review the instructions on each of your voting options described in this proxy statement. Also, please let us know if you plan to attend the live virtual webcast of our Annual Meeting by marking the appropriate box on the proxy card, if you requested printed proxy materials, or, if you vote by telephone or over the Internet, by indicating your plans when prompted. We look forward to seeing you there. Very truly yours, Stanley C. Erck President and Chief Executive Officer NOVAVAX, INC. NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON THURSDAY, JUNE 25, 2020 To the Stockholders of Novavax, Inc.: NOTICE IS HEREBY GIVEN that the 2020 Annual Meeting of Stockholders (the “Annual Meeting”) of Novavax, Inc., a Delaware corporation (the “Company,” “Novavax,” “we,” or “us”), will be held on Thursday, June 25, 2020 at 8:30 a.m. Eastern Time, via live webcast at www.viewproxy.com/Novavax/2020/VM, to consider and act upon the following matters: 1. To elect two directors as Class I directors to serve on the board of directors of the Company (the “Board”), each for a three-year term expiring at the 2023 Annual Meeting of Stockholders; 2. To consider and vote whether to approve, on an advisory basis, the compensation paid to our principal executive officer, principal financial officer, and two other most highly compensated individuals serving as executive officers on December 31, 2019 (collectively, the “Named Executive Officers”); 3. To amend and restate the Novavax, Inc. Amended and Restated 2015 Stock Incentive Plan, as amended (the “2015 Stock Plan”) to increase individual and non-employee director stock award limits granted to any person in any calendar year, and to increase the number of shares of the Company’s common stock, par value $0.01 (our “Common Stock”), available for issuance thereunder by 7,100,000 shares; 4. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020; and 5. To transact such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof. The Board has fixed the close of business on April 29, 2020 (the “Record Date”) as the record date for determining stockholders of the Company entitled to notice of and to vote at the Annual Meeting and any adjournments or postponements thereof. The following Proxy Statement is included with the Company’s Annual Report to Stockholders for the fiscal year ended December 31, 2019, which contains financial statements and other information of interest to stockholders. By Order of the Board of Directors, John A. Herrmann III Senior Vice President, General Counsel and Corporate Secretary Gaithersburg, Maryland May 12, 2020 WHETHER OR NOT YOU PLAN TO ATTEND THE VIRTUAL WEBCAST OF THE ANNUAL MEETING, PLEASE PROMPTLY VOTE OVER THE INTERNET OR BY TELEPHONE AS PER THE INSTRUCTIONS ON THE ENCLOSED PROXY OR COMPLETE, SIGN AND DATE THE ENCLOSED PROXY AND MAIL IT PROMPTLY IN THE ACCOMPANYING ENVELOPE. POSTAGE IS NOT NEEDED IF MAILED IN THE UNITED STATES. IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE STOCKHOLDERS ANNUAL MEETING TO BE HELD ON JUNE 25, 2020: Notice of Annual Meeting, Proxy Statement, and Annual Report are available free of charge at http://www.viewproxy.com/Novavax/2020 PROXY STATEMENT — TABLE OF CONTENTS Page PROXY STATEMENT ..................................................... 1 INFORMATION CONCERNING THE ANNUAL MEETING ....................... 1 BOARD OF DIRECTORS AND CORPORATE GOVERNANCE PROPOSAL NO. 1 — ELECTION OF DIRECTORS ............................. 6 NOMINEES FOR ELECTION AS CLASS I DIRECTORS ......................... 6 DIRECTORS CONTINUING AS CLASS II DIRECTORS ........................
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