Shah Capital escalates its pressure campaign against Novavax leadership, requesting changes and strategic overhauls amid ongoing performance concerns.
Update: In a statement emailed to Pharmaceutical Executive, Novavax says “The Board of Directors and management team of Novavax are committed to progressing our growth strategy, which is designed to leverage partnerships and R&D innovation to maximize the value of our technology. Recent momentum includes our new Pfizer partnership, additional and expanded MTAs and continued progress on the Sanofi partnership.”
The statement continues to say, “In addition, we continue to make targeted investments in R&D with the intention of driving further value from our technology, while continuing to significantly reduce costs in our lean and efficient operating model. We maintain constructive dialogue with our shareholders, and we welcome collaborative input that is in the best interest of Novavax and all of its shareholders.”
Original story follows:
Shah Capital, Novavax's second-largest shareholder, escalated its campaign against the vaccine maker's leadership, announcing plans to vote against board nominees and executive compensation at the company's upcoming annual meeting while stopping short of launching a formal proxy fight.
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Following the news of Shah’s intentions, shares of Novavax rose 7.5%.2 Prior to the announcement, the stock had been under pressure, reflecting the ongoing concerns around performance and strategy within the company.
In a letter sent to Novavax on Wednesday and shared with Reuters, hedge fund founder Himanshu Shah outlined a series of demands targeting the company's cost structure, board composition, and strategic direction.1
In the letter, Shah calls for the senior management team to be reduced by 30%, the board to be cut from eight members to five, and management to opportunistically repurchase 10 to 20 million shares.1 The firm also wants a strategic long-term investor to take a 10 to 20% ownership stake to help reshape the company's direction.
Shah Capital, which owns approximately 9% of Novavax, has been pressing the board to pursue strategic changes including a potential sale of the company. Shah told Reuters the letter amounts to "an indictment of the leadership."
A central target of Shah Capital's frustration is Novavax's partnership with Sanofi, which the firm said has not benefited Novavax. Shah expressed particular concern over what he described as Sanofi's continued delay in releasing late-stage results for a combination Covid and influenza vaccine, a market he estimated at more than $5 billion.
Back in 2024, when the deal was originally announced, John Jacobs, CEO, Novavax, framed the partnership in a positive light.
“Together, we can broaden access to both our Covid-19 vaccine and our adjuvant to ensure more individuals can benefit from the protection vaccines can provide. Novavax is now in a stronger position to refocus our efforts on leveraging our technology platform and novel adjuvant in research and development and pipeline expansion to help advance our mission of developing life-saving vaccines to fight infectious diseases,” said Jacobs
The firm also criticized management's capital allocation decisions, arguing the company should be retiring debt rather than adding to its convertible debt load. "There is a strategic lack of conviction here," Shah said to Reuters, "Credibility is lost."
Despite warning in November that Shah could potentially pursue a proxy fight if no progress was made within four months, Shah said Wednesday he is not taking that route, citing the difficulty of prevailing against what he described as an entrenched eight-member board.1
Instead, Shah Capital is urging proxy advisory firms ISS and Glass Lewis to reconsider their recommendations supporting the company's proposals ahead of the annual meeting.
As of the morning of April 8, 2026, Novavax has not yet publicly responded to the letter.
