{"schema_version":"secwatch.filing_event.v1","accession":"0001000694-24-000013","form_type":"8-K","ticker":"NVAX","cik":"0001000694","company_name":"NOVAVAX INC","filed_at":"2024-04-26T23:59:59+00:00","discovered_at":"2026-05-14T18:03:16.782591+00:00","generated_at":"2026-06-03T06:08:07.366648+00:00","sec_items":["5.03","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.3,"confidence":"high","headline":"Novavax reduces stockholder meeting quorum from majority to one-third","bullets":["Board adopted Amended and Restated By-Laws effective April 22, 2024.","Quorum reduced from majority of outstanding shares to one-third (33 1/3%) of shares entitled to vote.","Change aimed at mitigating past quorum failures caused by dispersed stockholder base and broker non-voting."],"urls":{"canonical":"https://secwatch.observer/filing/0001000694-24-000013","json":"https://secwatch.observer/filing/0001000694-24-000013.json","markdown":"https://secwatch.observer/filing/0001000694-24-000013.md","text":"https://secwatch.observer/filing/0001000694-24-000013.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1000694/000100069424000013/0001000694-24-000013-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1000694/000100069424000013/nvax-20240422.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-03T06:08:07.366648+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"ad2b6e4e6ed6c8ea747fa51eb3fb16e92ca3c8eb","claim":"NOVAVAX INC: Reduced quorum requirement for stockholder meetings from a majority to one-third (33 1/3%) of shares entitled to vote (effective 2024-04-22).","evidence_excerpt":"Effective April 22, 2024, the Board of Directors of Novavax, Inc. (the “Company”) adopted the Amended and Restated By-Laws of Novavax, Inc. (the “Amended and Restated By-Laws”), which reduced the quorum required for the transaction of business at stockholder meetings from the holders of a majority of the shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), issued and outstanding and entitled to vote at a meeting to holders of one-third (33 1/3%) of the shares of Common Stock issued and outstanding and entitled to vote at such meeting (the “Quorum Requirement”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1000694/000100069424000013/0001000694-24-000013-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2024-04-22"}],"fact_type":"governance_change"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}