6,500,000 Shares of Common Stock par value $0.01 975,000 Option Shares Novavax, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • December 19th, 2022 • Novavax Inc • Biological products, (no disgnostic substances) • New York
Novavax, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom J.P. Morgan Securities LLC, Jefferies LLC and Cowen and Company, LLC are acting as representatives (the “Representatives”), an aggregate of 6,500,000 shares of common stock, $0.01 par value per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 975,000 shares of common stock, $0.01 par value per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock, $0.01 par value per share, of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
