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Vaxart (OTCMKTS:VXRT) held its 2026 Annual Meeting of Stockholders, where investors re-elected the company’s full slate of directors, ratified its auditor and rejected the company’s non-binding advisory proposal on executive compensation.

Mark Watson, Vaxart’s lead independent director and chair of the meeting, said proxies had been received for 110,631,100 of the company’s 242,044,838 outstanding shares of common stock entitled to vote as of the May 26, 2026, record date. That represented about 45.71% of eligible shares and constituted a quorum.

Stockholders Elect Directors, Reject Say-on-Pay Proposal Stockholders approved the election of James B. Breitmeyer, M.D., Ph.D.; Kevin P. Finney; Elaine J. Heron, Ph.D.; Steven Lo; W. Mark Watson, CPA; and David Wheadon, M.D., as directors to serve until the 2027 Annual Meeting of Stockholders or until their successors are elected and qualified.

Investors also approved the ratification of WithumSmith+Brown, PC as Vaxart’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026.

However, Watson said the company’s non-binding advisory vote on the compensation of named executive officers, referred to as the say-on-pay proposal, “did not pass.” Vaxart said it expects to report preliminary voting results, or final results if available, in a Form 8-K filing with the Securities and Exchange Commission within four business days of the meeting.

Management Says No Reverse Split Is Currently Planned Several stockholder questions focused on whether Vaxart would pursue a reverse stock split. Steven Lo, Vaxart’s president and chief executive officer, said the company is “not working on a reverse stock split at the present moment.”

Lo said Vaxart is focused on executing its corporate strategy, including completing its COVID-19 study and seeking potential norovirus partnerships. In response to a question about shareholder feedback, Lo said the company did not propose a reverse split at the annual meeting because it had heard from stockholders.

“Your opinion does matter,” Lo said.

Asked whether management anticipated calling a special meeting to revive a reverse split initiative, Lo said there is no current plan for a special meeting. He added that the company would prefer to execute its plan and, in a best-case scenario, see the stock price grow organically.

COVID-19 Program and BARDA-Backed Study Discussed Lo addressed questions about the 400-participant sentinel cohort data from Vaxart’s COVID-19 vaccine study. He said the company had announced top-line 12-month safety data from the cohort on July 6 and directed investors to the company’s press release for more detail.

Lo said Vaxart was “very happy” with the safety findings, including systemic effects, and said the Vaxart cohort “did much better than the mRNA” comparator on certain safety measures. He said the findings reinforced the safety of the company’s oral vaccine platform, noting that Vaxart has cumulatively dosed more than 1,000 subjects across studies.

On efficacy, Lo said the 400-participant cohort was not powered or designed to compare efficacy against mRNA vaccines. Still, he said the numbers were “certainly very close” and that Vaxart was encouraged by the results as it moves into a 5,000-subject cohort.

Lo said the sentinel 400 cohort targeted the XBB strain, matching the mRNA comparator used at that time. For the 5,000-participant cohort, he said the vaccine was updated to target the KP.2 strain, again matching the mRNA comparator. He also said the program uses Vaxart’s current second-generation constructs.

Regarding BARDA funding, Lo said Vaxart remains one of the few companies with a COVID-19 program agreement with BARDA after the agency canceled many projects in 2025. He said weekly interactions with BARDA could help position Vaxart for future opportunities, though any additional funding would depend on BARDA’s priorities and available budget.

Norovirus Partnerships Remain a Focus Lo said Vaxart has maintained ongoing conversations with various companies regarding a potential norovirus partnership. He emphasized that the company views the norovirus asset as highly valuable and would only be interested in offers that reflect what management sees as the full potential of the market.

“We only are going to be interested in offers that realize the full value of the potential of the norovirus market,” Lo said, adding that Vaxart believes it has one of the only norovirus vaccine candidates in development.

Asked about advancing the norovirus pipeline into a Phase II clinical study, Lo said the timing depends on additional funding and, at this point, would require a partnership commitment.

Cash Runway, Funding Efforts and Other Pipeline Updates Jeroen Grasman, Vaxart’s senior vice president and chief financial officer, said the company’s cash runway, as previously announced in its Form 10-Q, extends through the second quarter of 2027.

Lo said Vaxart continues to pursue non-dilutive funding opportunities, including through entities such as BARDA, the Gates Foundation and other government sources. He noted that the Gates Foundation previously funded Vaxart’s lactating mother study and said the company remains in dialogue with the foundation.

Management also addressed Vaxart’s licensing agreement with Altesa Biosciences for Vapendavir. Lo said Vaxart is eligible to receive up to $130 million in total payments if Altesa is successful, including tiered royalties ranging from low single digits to low double digits based on global net product sales. He directed investors to the company’s Form 10-K for additional details.

In response to concerns about the company’s share price, Lo said management and the board share investors’ disappointment. Watson added that the board is focused on creating value for all shareholders, including Vaxart’s large retail investor base.

Lo also said Vaxart remains in contact with the Dynavax/Sanofi team and that they are aware of the company’s COVID-19, norovirus and flu programs.

About Vaxart (OTCMKTS:VXRT) Vaxart, Inc is a clinical-stage biotechnology company pioneering the development of oral recombinant vaccines administered in tablet form. Leveraging a proprietary, room-temperature-stable platform, the company aims to simplify vaccine delivery while eliciting both systemic and mucosal immune responses. Its technology is based on the replication-defective adenovirus vector system, which encodes target antigens designed to protect against a range of infectious diseases without the need for injections or cold-chain logistics.

The company’s pipeline includes multiple vaccine candidates in various stages of development.

3 Stocks Under $5 With Strong Analyst Upside PotentialVaxart OTCMKTS: VXRT held its 2026 Annual Meeting of Stockholders, where investors re-elected the company’s full slate of directors, ratified its auditor and rejected the company’s non-binding advisory proposal on executive compensation.

Mark Watson, Vaxart’s lead independent director and chair of the meeting, said proxies had been received for 110,631,100 of the company’s 242,044,838 outstanding shares of common stock entitled to vote as of the May 26, 2026, record date. That represented about 45.71% of eligible shares and constituted a quorum.

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Stockholders Elect Directors, Reject Say-on-Pay Proposal Stockholders approved the election of James B. Breitmeyer, M.D., Ph.D.; Kevin P. Finney; Elaine J. Heron, Ph.D.; Steven Lo; W. Mark Watson, CPA; and David Wheadon, M.D., as directors to serve until the 2027 Annual Meeting of Stockholders or until their successors are elected and qualified.

Investors also approved the ratification of WithumSmith+Brown, PC as Vaxart’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026.

However, Watson said the company’s non-binding advisory vote on the compensation of named executive officers, referred to as the say-on-pay proposal, “did not pass.” Vaxart said it expects to report preliminary voting results, or final results if available, in a Form 8-K filing with the Securities and Exchange Commission within four business days of the meeting.

Management Says No Reverse Split Is Currently Planned Several stockholder questions focused on whether Vaxart would pursue a reverse stock split. Steven Lo, Vaxart’s president and chief executive officer, said the company is “not working on a reverse stock split at the present moment.”

Lo said Vaxart is focused on executing its corporate strategy, including completing its COVID-19 study and seeking potential norovirus partnerships. In response to a question about shareholder feedback, Lo said the company did not propose a reverse split at the annual meeting because it had heard from stockholders.

“Your opinion does matter,” Lo said.

Asked whether management anticipated calling a special meeting to revive a reverse split initiative, Lo said there is no current plan for a special meeting. He added that the company would prefer to execute its plan and, in a best-case scenario, see the stock price grow organically.

COVID-19 Program and BARDA-Backed Study Discussed Lo addressed questions about the 400-participant sentinel cohort data from Vaxart’s COVID-19 vaccine study. He said the company had announced top-line 12-month safety data from the cohort on July 6 and directed investors to the company’s press release for more detail.

Lo said Vaxart was “very happy” with the safety findings, including systemic effects, and said the Vaxart cohort “did much better than the mRNA” comparator on certain safety measures. He said the findings reinforced the safety of the company’s oral vaccine platform, noting that Vaxart has cumulatively dosed more than 1,000 subjects across studies.

On efficacy, Lo said the 400-participant cohort was not powered or designed to compare efficacy against mRNA vaccines. Still, he said the numbers were “certainly very close” and that Vaxart was encouraged by the results as it moves into a 5,000-subject cohort.

Lo said the sentinel 400 cohort targeted the XBB strain, matching the mRNA comparator used at that time. For the 5,000-participant cohort, he said the vaccine was updated to target the KP.2 strain, again matching the mRNA comparator. He also said the program uses Vaxart’s current second-generation constructs.

Regarding BARDA funding, Lo said Vaxart remains one of the few companies with a COVID-19 program agreement with BARDA after the agency canceled many projects in 2025. He said weekly interactions with BARDA could help position Vaxart for future opportunities, though any additional funding would depend on BARDA’s priorities and available budget.

Norovirus Partnerships Remain a Focus Lo said Vaxart has maintained ongoing conversations with various companies regarding a potential norovirus partnership. He emphasized that the company views the norovirus asset as highly valuable and would only be interested in offers that reflect what management sees as the full potential of the market.

“We only are going to be interested in offers that realize the full value of the potential of the norovirus market,” Lo said, adding that Vaxart believes it has one of the only norovirus vaccine candidates in development.

Asked about advancing the norovirus pipeline into a Phase II clinical study, Lo said the timing depends on additional funding and, at this point, would require a partnership commitment.

Cash Runway, Funding Efforts and Other Pipeline Updates Jeroen Grasman, Vaxart’s senior vice president and chief financial officer, said the company’s cash runway, as previously announced in its Form 10-Q, extends through the second quarter of 2027.

Lo said Vaxart continues to pursue non-dilutive funding opportunities, including through entities such as BARDA, the Gates Foundation and other government sources. He noted that the Gates Foundation previously funded Vaxart’s lactating mother study and said the company remains in dialogue with the foundation.

Management also addressed Vaxart’s licensing agreement with Altesa Biosciences for Vapendavir. Lo said Vaxart is eligible to receive up to $130 million in total payments if Altesa is successful, including tiered royalties ranging from low single digits to low double digits based on global net product sales. He directed investors to the company’s Form 10-K for additional details.

In response to concerns about the company’s share price, Lo said management and the board share investors’ disappointment. Watson added that the board is focused on creating value for all shareholders, including Vaxart’s large retail investor base.

Lo also said Vaxart remains in contact with the Dynavax/Sanofi team and that they are aware of the company’s COVID-19, norovirus and flu programs.

About Vaxart (OTCMKTS:VXRT)Vaxart, Inc is a clinical-stage biotechnology company pioneering the development of oral recombinant vaccines administered in tablet form. Leveraging a proprietary, room-temperature-stable platform, the company aims to simplify vaccine delivery while eliciting both systemic and mucosal immune responses. Its technology is based on the replication-defective adenovirus vector system, which encodes target antigens designed to protect against a range of infectious diseases without the need for injections or cold-chain logistics.

The company’s pipeline includes multiple vaccine candidates in various stages of development.

This instant news alert was generated by narrative science technology and financial data from MarketBeat in order to provide readers with the fastest reporting and unbiased coverage. Please send any questions or comments about this story to [email protected].

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July 06, 2026 16:01 ET  | Source: Vaxart, Inc.

No vaccine-related serious adverse events (SAEs) or sustained Grade 3 or higher adverse events related to the vaccine reported

SOUTH SAN FRANCISCO, Calif., July 06, 2026 (GLOBE NEWSWIRE) -- Vaxart, Inc. (OTCQX: VXRT) today announced topline data from the approximately 400-participant sentinel safety cohort of its Phase 2b clinical trial evaluating the Company’s oral pill COVID-19 vaccine candidate against an approved mRNA vaccine comparator. Participants in this safety cohort received Vaxart’s oral pill vaccine (201 participants dosed) or an approved mRNA vaccine (199 participants dosed) targeting the XBB strain of SARS-CoV-2, the virus that causes COVID-19. No vaccine-related serious adverse events (SAEs) or sustained Grade 3 or higher adverse events (AEs) were reported in either arm of the study. Data from the complete study, comprising the 400 dosed participants in the sentinel safety cohort and approximately 5,000 dosed participants in the main cohort, are currently anticipated in 2027. Participants in the main cohort received vaccines targeting the KP.2 viral strain prevalent at the time cohort dosing was initiated.

“These topline safety data are encouraging and are consistent with the safety profile observed to date in other studies of our oral pill vaccine constructs,” said James Cummings, MD, Chief Medical Officer at Vaxart. "We know that safety and tolerability are critical factors in successful vaccine development, and we are pleased with how our investigational vaccine performed in this cohort.”

What did the topline 12-month results from the sentinel safety cohort show?
Key topline 12-month results from the 400-participant sentinel safety cohort (201 oral vaccinees and 199 mRNA vaccinees) include:

No vaccine-related serious adverse events (SAEs) or sustained Grade 3 or higher AEs were reported in either the oral pill vaccine or mRNA arms of the trial.The most common AEs in participants receiving the oral pill vaccine were malaise/fatigue (20.9%), headache (18.9%) and anorexia (10.0%). Fewer than 10% of participants experienced any other AE.The most common AEs in participants receiving the mRNA vaccine were injection site pain (60.3%), injection site tenderness (40.2%), malaise/fatigue (35.2%), myalgia/muscle pain (33.2%), and headache (28.6%). Arthralgia, chills, anorexia, nausea, diarrhea, and induration/swelling at the injection site were experienced by between 10-15% of participants. Fewer than 10% of participants experienced any other AE.With respect to the efficacy measure of symptomatic COVID, 33 participants in Vaxart’s oral pill vaccine arm and 30 participants in the injectable mRNA vaccine arm had symptomatic disease. Asymptomatic COVID cases were reported in 12 participants in the Vaxart oral pill arm and 12 in the mRNA vaccine arm. It should be noted that this 400-participant sentinel safety cohort was not powered to determine comparative efficacy between the two arms.Topline data from the complete study, comprising the 400 participants in the sentinel safety cohort and approximately 5,000 participants in the main cohort, are anticipated in 2027. The main cohort is designed and powered to support the planned statistical comparison of safety and relative efficacy outcomes between the two arms. “These first cohort topline data are an important advancement for our COVID-19 program and for our oral pill vaccine platform overall,” said Steven Lo, Chief Executive Officer at Vaxart. “This study adds to the body of evidence supporting the safety profile of our vaccine constructs as we look to demonstrate the potential of our proprietary oral delivery technology. We believe more insights into our oral COVID program are important and will be further analyzing this cohort as we eagerly await the readout from the main cohort of this trial, which is expected to provide more robust information on safety and efficacy.”

Funding for this award was received under Project NextGen, an initiative by the Biomedical Advanced Research and Development Authority (BARDA), part of the Administration for Strategic Preparedness and Response (ASPR) in the U.S. Department of Health and Human Services (HHS), and the National Institute of Allergy and Infectious Diseases (NIAID) to accelerate and streamline the development of the next generation of innovative COVID-19 vaccines, therapeutics, and enablers. Vaxart’s project award through the Rapid Response Partnership Vehicle (RRPV) Consortium is valued at up to $344.8 million. This project has been funded in whole or in part with federal funds from the Department of Health and Human Services; Administration for Strategic Preparedness and Response (ASPR); Biomedical Advanced Research and Development Authority (BARDA), under Other Transaction Number: 75A50123D00005.

About Vaxart 
Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using pills that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary pill vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart’s development programs currently include pill vaccines designed to protect against coronavirus, norovirus and influenza, as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart’s first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.

Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this press release regarding Vaxart's strategy, prospects, plans and objectives, results from preclinical and clinical trials and the timing of such results, and beliefs and expectations of management, including statements regarding Vaxart’s Phase 2b clinical trial of its oral pill COVID-19 vaccine candidate, the 400-participant sentinel safety cohort, the approximately 5,000-participant main cohort, further analyses of trial data, anticipated timing of complete study data, and funding under Project NextGen and the RRPV Consortium, are forward-looking statements. These forward-looking statements may be accompanied by such words as "should," "believe," "could," "potential," "will," "expected," “anticipate,” "plan," “intend,” “may,” “estimate,” “approximately,” “designed,” “powered,” “subject to,” and other words and terms of similar meaning. Examples of such statements include, but are not limited to, statements relating to Vaxart's ability to develop its product candidates and oral pill vaccine platform; Vaxart's expectations regarding clinical results and trial data, and the timing of receiving and reporting such clinical results and trial data, including further analyses of the sentinel safety cohort and complete study data anticipated in 2027; Vaxart’s expectations regarding the design, powering, conduct, completion and analysis of its Phase 2b COVID-19 trial and main cohort; and Vaxart’s expectations with respect to the safety, tolerability, efficacy, relative efficacy, immunogenicity and potential regulatory significance of its product candidates, as well as the availability, permitted uses and sufficiency of funding under the Project NextGen/BARDA/RRPV award. These forward-looking statements are based on Vaxart’s current expectations and assumptions as of the date of this press release. Vaxart may not actually achieve the plans, carry out the intentions, or meet the expectations or projections disclosed in the forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations, and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Vaxart makes, including uncertainties inherent in research and development, including the ability to meet anticipated clinical endpoints, retain participants, collect follow-up data, generate sufficient evaluable cases and events, and complete, unblind, analyze and report data from the Phase 2b trial, including the main cohort, in the expected timeframes, as well as the possibility of unfavorable new clinical data and further analyses of existing clinical data, including analyses that may differ from or not confirm the topline data from the sentinel safety cohort or may not support conclusions regarding safety, tolerability, immunogenicity, efficacy or relative efficacy; the risk that clinical trial data, including data from the sentinel safety cohort and main cohort, are subject to differing interpretations and assessments by Vaxart, investigators, independent safety reviewers, funding agencies, regulatory authorities and other third parties; whether regulatory authorities will be satisfied with the design of and results from the clinical studies, including the study’s comparator, endpoints, statistical assumptions, strain selection, safety database and efficacy analyses; decisions by regulatory authorities impacting labeling, manufacturing processes, and safety that could affect the availability or commercial potential of any product candidate, including the possibility that Vaxart's product candidates may not be approved, authorized or licensed by the FDA or non-U.S. regulatory authorities; and that results from the Phase 2b trial may not be sufficient to support regulatory submissions, regulatory interactions, approval, authorization, licensure or commercialization of Vaxart’s oral pill COVID-19 vaccine candidate; risks related to government funding for the Phase 2b trial, including whether amounts under the Project NextGen/BARDA/RRPV award will be available, released, reimbursed or sufficient in the amounts or at the times expected, and whether the award may be modified, reduced, delayed, suspended or terminated or subject to conditions, audits or other compliance requirements; that Vaxart or its partners may experience manufacturing, supply, storage, shipment, stability, quality control or quality assurance issues and delays due to events within, or outside of, Vaxart's or its partners' control; difficulties in production, particularly in scaling up initial production, including difficulties with production costs and yields, quality control, including stability of the product candidate and quality assurance testing, shortages of qualified personnel or key raw materials, and compliance with strictly enforced federal, state, and foreign regulations; Vaxart's ability to obtain sufficient capital to fund its operations on terms acceptable to Vaxart, if at all, including expenses not covered by government funding; the impact of changes in government public-health, procurement and funding priorities; changes in COVID-19 incidence, circulating variants, vaccination recommendations and market demand; and competition from approved and investigational COVID-19 vaccines and other vaccine technologies; and other risks described in the “Risk Factors” sections of Vaxart’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other filings filed with or furnished to the SEC. Vaxart does not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Contact
Vaxart Media and Investor Relations: 
FINN Partners
[email protected]

June 26, 2026 08:00 ET  | Source: Vaxart, Inc.

Details Strategic Actions Taken by the Board to Advance the Company’s Pipeline and Drive Value Creation

Vaxart’s Purpose-Built Board Brings the Proven Expertise Needed to Oversee its Next Phase of Growth

Dissident Nominees Lack Relevant Clinical-Stage Biotech Expertise, Misrepresented Their Qualifications
and Offered No Credible Ideas for Value Creation

Vaxart Has Made Multiple Settlement Offers to the Dissident Shareholder Group – Daniel Houle Insists on Making This Proxy Contest About Winning a Seat for Himself

Visit Vote.Vaxart.com for Additional Information and Voting Resources

SOUTH SAN FRANCISCO, Calif., June 26, 2026 (GLOBE NEWSWIRE) -- Vaxart, Inc. (OTCQX: VXRT) (“Vaxart” or the “Company”), a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform, today published a presentation urging shareholders to vote “FOR” ALL six of the Company’s highly qualified director nominees on the WHITE proxy card in connection with its upcoming Annual Meeting of Stockholders scheduled to be held on July 16, 2026.

Highlights of the presentation include:

Strategic Execution at a Pivotal Moment

Vaxart is developing game-changing oral vaccines with the potential to redefine vaccine delivery and immune responses:
Vaxart is advancing multiple vaccine programs across high-value markets, including COVID-19, norovirus and influenza.Management is pursuing a disciplined development strategy that prioritizes programs with the strongest scientific rationale, commercial opportunity and funding pathways.Through its Phase 2b COVID-19 trial, Vaxart is working toward topline 12-month safety and immunogenicity data from the approximately 400-participant Sentinel Cohort.Vaxart is also targeting a full efficacy and safety readout from its approximately 5,100-participant Main Cohort, representing a significant clinical and value-creation milestone.
Vaxart’s Board has taken prudent steps to enable Vaxart to continue advancing its programs in a challenging environment:
Vaxart has been executing through immense industry pressures brought upon by significant regulatory, funding and policy disruption, including two BARDA stop-work orders that impacted Vaxart and many other vaccine companies.Through CEO Steven Lo’s leadership and negotiations with government stakeholders, the Company secured the continuation of BARDA funding for its lead COVID-19 program.Vaxart entered into a $25 million share purchase agreement, providing flexible access to capital, if needed, to support continued execution toward key milestones.The Board’s decision to raise $40 million in 2025 extended the Company’s runway, enabling it to enter key partnerships and advance its programs.
The Right Board to Oversee the Path Forward

The Board is purpose-built to guide Vaxart through its next phase of value creation. The Board is aligned with the Company's evolving strategic priorities, with substantial expertise across biotech, vaccine development, clinical trials and regulatory affairs.The Board’s experience has helped secure continued BARDA funding, establish the Dynavax partnership and enable additional financing flexibility through the Lincoln Park Capital agreement.Mr. Lo, Dr. Elaine J. Heron and Dr. David Wheadon are instrumental to Vaxart's success and have the judgment, credibility and relationships needed to oversee the Company’s most important future opportunities. The Board is responsive to shareholder feedback and acts in shareholders’ best interests: The Board has added two new independent directors — Dr. James B. Breitmeyer and Kevin Finney — over the last 18 months as part of its ongoing refreshment efforts, resulting in an average director tenure of approximately 2.3 years.In 2025, the Board further strengthened independent oversight through the appointment of W. Mark Watson as Lead Independent Director.The Board maintains an active dialogue with shareholders and withdrew its reverse split proposal for this upcoming Annual Meeting following feedback. The Dissident Campaign is Risking Vaxart’s Momentum

Replacing ANY of Vaxart’s highly qualified directors with the dissident nominees is not in shareholders’ best interests: None of the dissident nominees has experience leading a public clinical-stage biotech company or with vaccine development, regulatory affairs and clinical trial oversight.The dissident nominees have drastically exaggerated their qualifications, and Daniel Houle’s reckless public statements show that he should not serve on Vaxart’s Board.Collectively, they present unacceptable risk for a company approaching critical inflection points like Vaxart. Vaxart has made good-faith efforts to resolve the proxy contest: Vaxart has made multiple settlement offers to the dissident shareholder group in an effort to resolve the proxy contest.The Board’s proposals are highly reasonable and reflect what it has heard other independent shareholders want to see.Mr. Houle is waging a self-interested campaign primarily focused on “winning” a Board seat for himself rather than reaching a constructive resolution that would benefit all Vaxart shareholders. Vote “FOR” ALL 6 of Vaxart’s highly qualified director nominees on the WHITE proxy card TODAY!

If you have questions or require assistance with voting your shares, please call Vaxart’s proxy solicitor:

Campaign Management, LLC
Toll-Free: +1 (855) 264-1527

Additional shareholder resources and voting information can be found at Vote.Vaxart.com.

About Vaxart

Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using pills that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary pill vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the Company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart’s development programs currently include pill vaccines designed to protect against coronavirus, norovirus, and influenza, as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart’s first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.

Cautionary Language Concerning Forward-Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the “safe harbor” provisions created by those sections, that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this communication regarding Vaxart’s strategy, prospects, plans and objectives, results from preclinical and clinical trials, commercialization agreements and licenses, and beliefs and expectations of management are forward-looking statements. These forward-looking statements may be accompanied by such words as “should,” “believe,” “could,” “potential,” “will,” “expected,” “anticipate,” “plan,” “target,” “seek,” “intend,” “may,” “predict,” “project,” “would,” and other words and terms of similar meaning. Examples of such statements include, but are not limited to, statements relating to Vaxart’s ability to develop and commercialize its product candidates, including its vaccine booster products; Vaxart’s expectations regarding clinical results and trial data, and the timing of receiving and reporting such clinical results and trial data; Vaxart’s expected timing for future clinical trials; and Vaxart’s expectations with respect to the effectiveness of its product candidates; expectations regarding collaborations, including the collaboration with Dynavax; expectations regarding the pursuit of strategic partnerships and external funding opportunities for Vaxart’s programs; expectations regarding government funding; and expectations regarding Vaxart’s capital resources and funded runway. Vaxart may not actually achieve the plans, carry out the intentions, or meet the expectations or projections disclosed in the forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations, and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Vaxart makes, including uncertainties inherent in research and development, including the ability to meet anticipated clinical endpoints, commencement and/or completion dates for clinical trials, regulatory submission dates, regulatory approval dates, and/or launch dates, as well as the possibility of unfavorable new clinical data and further analyses of existing clinical data; the risk that clinical trial data are subject to differing interpretations and assessments by regulatory authorities; whether regulatory authorities will be satisfied with the design of and results from the clinical studies; decisions by regulatory authorities impacting labeling, manufacturing processes, and safety that could affect the availability or commercial potential of any product candidate, including the possibility that Vaxart’s product candidates may not be approved by the FDA or non-U.S. regulatory authorities; that, even if approved by the FDA or non-U.S. regulatory authorities, Vaxart’s product candidates may not achieve broad market acceptance; that a Vaxart collaborator may not attain development and commercial milestones; that Vaxart or its partners may experience manufacturing issues and delays due to events within, or outside of, Vaxart’s or its partners’ control; difficulties in production, particularly in scaling up initial production, including difficulties with production costs and yields, quality control, including stability of the product candidate and quality assurance testing, shortages of qualified personnel or key raw materials, and compliance with strictly enforced federal, state, and foreign regulations; that Vaxart may not be able to obtain, maintain, and enforce necessary patent and other intellectual property protection; that Vaxart’s capital resources may be inadequate; Vaxart’s ability to resolve pending legal matters; Vaxart’s ability to obtain sufficient capital to fund its operations on terms acceptable to Vaxart, if at all; the impact of government healthcare proposals and policies; competitive factors; and other risks and uncertainties described in the “Risk Factors” sections of Vaxart’s most recent Annual Report on Form 10-K, including amendments thereto, and Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission. Vaxart undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.

Important Additional Information and Where to Find It

 Vaxart has filed a definitive proxy statement and form of white proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for the 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Stockholders are able to obtain the Company’s proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SEC’s website at www.sec.gov. Copies are also available at no charge at the Company’s website at https://investors.vaxart.com/financials-filings/sec-filings.

Investor Contact

Michael Fein
Campaign Management
(855) 264-1527

Media Contact

Aaron Palash / Adam Pollack
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449

Urges Stockholders to Vote “FOR” ALL Six of Vaxart’s Director Nominees on the WHITE Proxy Card TODAY

Visit Vote.Vaxart.com for Additional Information and Voting Resources

SOUTH SAN FRANCISCO, Calif., June 16, 2026 (GLOBE NEWSWIRE) --  Vaxart, Inc. (OTCQX: VXRT) (“Vaxart” or the “Company”), a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform, today mailed a letter to shareholders from the Board’s two newest independent directors, James Breitmeyer, M.D., Ph.D., and Kevin Finney, urging them to vote “FOR” ALL six of the company’s highly qualified director nominees on the WHITE proxy card in connection with its upcoming Annual Meeting of Stockholders scheduled to be held on July 16, 2026.

The full text of the letter is as follows:

Dear Fellow Shareholders,

We are Vaxart’s two newest independent directors, having each joined the Board in the last 18 months. We’d like to take this opportunity to explain why we both believe your vote on the WHITE proxy card “FOR” ALL of Vaxart’s directors before the July 16th Annual Meeting is essential.

Between us, we have spent more than 70 years in biotechnology, with expertise spanning clinical development, regulatory strategy, financing, business development and executive leadership. We joined the Board with the explicit purpose of providing fresh perspectives and open minds. We did not come to this Boardroom with preconceived notions or established relationships with Vaxart’s other directors.

We view our roles as the newest members to critically evaluate and review the Company’s current strategy. We are leveraging our respective experiences and very high expectations to hold management accountable for the Company’s performance and execution of its strategy.

Our time on the Board has reinforced that this is a team committed to creating shareholder value. Vaxart is on the brink of unlocking the value of years of scientific innovation. But there is much more work that needs to be done. This is not the time to disrupt a Board that has the experience, independence and judgment to oversee the path forward.

We recommend that shareholders vote on the WHITE proxy card “FOR” ALL 6 of Vaxart’s directors.

Our Board is Driving Vaxart Forward and Holding Management Accountable

Since we joined Vaxart, it has been clear to us that this Board is active, informed and willing to change when needed. Each of the Board’s members brings important and relevant skills to the table and plays an active role in steering the Company to success. Our Board discussions are frequent and substantive. Management is pushed. Alternatives are considered. Decisions are evaluated through the lens of clinical progress, capital discipline, strategic opportunity and long-term shareholder value.

The directors at the center of this election – Steven Lo, Dr. Elaine J. Heron and Dr. David Wheadon – all bring experience that is directly relevant to Vaxart’s needs today: proven life sciences and drug development track records, public company and operational leadership, and decades of clinical research and regulatory experience. Those perspectives are not theoretical.

Removing these directors and replacing them with unqualified nominees would immediately undermine the Company’s ability to bring informed, experienced judgment to the decisions that matter most for Vaxart’s future and to advance critical government and commercial relationships that are essential to success.

Vaxart Leadership is Successfully Navigating a Difficult Macro and Industry Environment

Like many other companies in our industry, Vaxart has faced macro challenges beyond any individual company’s control, including the stop-work orders BARDA issued across many vaccine programs in early 2025. This Board responded decisively, working with management to secure funding for the ongoing Phase 2b COVID-19 study, strengthening Vaxart’s financial position through the Dynavax partnership, streamlining operations and extending the Company’s runway.

These were consequential actions taken to preserve Vaxart’s opportunity to operate. In our view, they demonstrate the kind of oversight and action Vaxart needs: engaged, pragmatic and made possible because of the specific experience and expertise our Board and management team bring to the table. Our CEO, Steven Lo, has been instrumental in all of these efforts. We fully endorse his leadership, and we believe that the actions he has taken have been essential to keeping the Company in business and on a path to realizing the value of our pipeline.

We have seen that same discipline and sense of purpose inside the Company. Recently, Jim spent time with members of Vaxart’s research and development organization. The conversations were candid, data-driven and grounded in a realistic understanding of Vaxart’s opportunities and challenges. The excitement is palpable and we are full steam ahead.

Vote the WHITE Proxy Card Today

Vaxart needs directors who understand the Company at every level and who can apply that knowledge to our future. The current Board brings that exact combination of relevant expertise, Company-specific context and accountability to shareholders. With important clinical and operational milestones ahead, continuity of experienced oversight matters. Focus matters. Avoiding unnecessary disruption matters.

A group of dissident shareholders is seeking to add themselves to the Board and replace half of Vaxart’s directors. These dissident nominees have claimed that Vaxart needs directors who bring stronger oversight and greater accountability. That is not our experience. And the dissident nominees are certainly not the people who will advance our programs, strengthen our partnerships or ensure Vaxart has the financial resources to achieve its goals in this environment.

We joined this Board because we believe in Vaxart’s mission and its potential. We are committed to taking the actions necessary and to holding management’s feet to the fire, so we can bring Vaxart’s important vaccines to market and create value for shareholders.

Join us in voting “FOR” ALL 6 of the Company’s highly qualified director nominees on the WHITE proxy card TODAY. Thank you for your continued support.

Sincerely,

James B. Breitmeyer, M.D., Ph.D., and Kevin P. Finney

Vote “FOR” ALL 6 of Vaxart’s highly qualified director nominees on the WHITE proxy card TODAY!

If you have questions or require assistance with voting your shares, please call Vaxart’s proxy solicitor:

Campaign Management, LLC
Toll-Free: +1 (855) 264-1527

Additional shareholder resources and voting information can be found at Vote.Vaxart.com.

About Vaxart

Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using pills that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary pill vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the Company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart’s development programs currently include pill vaccines designed to protect against coronavirus, norovirus, and influenza, as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart’s first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.

Cautionary Language Concerning Forward-Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the “safe harbor” provisions created by those sections, that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this communication regarding Vaxart’s strategy, prospects, plans and objectives, results from preclinical and clinical trials, commercialization agreements and licenses, and beliefs and expectations of management are forward-looking statements. These forward-looking statements may be accompanied by such words as “should,” “believe,” “could,” “potential,” “will,” “expected,” “anticipate,” “plan,” “target,” “seek,” “intend,” “may,” “predict,” “project,” “would,” and other words and terms of similar meaning. Examples of such statements include, but are not limited to, statements relating to Vaxart’s ability to develop and commercialize its product candidates, including its vaccine booster products; Vaxart’s expectations regarding clinical results and trial data, and the timing of receiving and reporting such clinical results and trial data; Vaxart’s expected timing for future clinical trials; and Vaxart’s expectations with respect to the effectiveness of its product candidates; expectations regarding collaborations, including the collaboration with Dynavax; expectations regarding the pursuit of strategic partnerships and external funding opportunities for Vaxart’s programs; expectations regarding government funding; and expectations regarding Vaxart’s capital resources and funded runway. Vaxart may not actually achieve the plans, carry out the intentions, or meet the expectations or projections disclosed in the forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations, and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Vaxart makes, including uncertainties inherent in research and development, including the ability to meet anticipated clinical endpoints, commencement and/or completion dates for clinical trials, regulatory submission dates, regulatory approval dates, and/or launch dates, as well as the possibility of unfavorable new clinical data and further analyses of existing clinical data; the risk that clinical trial data are subject to differing interpretations and assessments by regulatory authorities; whether regulatory authorities will be satisfied with the design of and results from the clinical studies; decisions by regulatory authorities impacting labeling, manufacturing processes, and safety that could affect the availability or commercial potential of any product candidate, including the possibility that Vaxart’s product candidates may not be approved by the FDA or non-U.S. regulatory authorities; that, even if approved by the FDA or non-U.S. regulatory authorities, Vaxart’s product candidates may not achieve broad market acceptance; that a Vaxart collaborator may not attain development and commercial milestones; that Vaxart or its partners may experience manufacturing issues and delays due to events within, or outside of, Vaxart’s or its partners’ control; difficulties in production, particularly in scaling up initial production, including difficulties with production costs and yields, quality control, including stability of the product candidate and quality assurance testing, shortages of qualified personnel or key raw materials, and compliance with strictly enforced federal, state, and foreign regulations; that Vaxart may not be able to obtain, maintain, and enforce necessary patent and other intellectual property protection; that Vaxart’s capital resources may be inadequate; Vaxart’s ability to resolve pending legal matters; Vaxart’s ability to obtain sufficient capital to fund its operations on terms acceptable to Vaxart, if at all; the impact of government healthcare proposals and policies; competitive factors; and other risks and uncertainties described in the “Risk Factors” sections of Vaxart’s most recent Annual Report on Form 10-K, including amendments thereto, and Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission. Vaxart undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.

Important Additional Information and Where to Find It

 Vaxart has filed a definitive proxy statement and form of white proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for the 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Stockholders are able to obtain the Company’s proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SEC’s website at www.sec.gov. Copies are also available at no charge at the Company’s website at https://investors.vaxart.com/financials-filings/sec-filings.

Investor Contact

Michael Fein
Campaign Management
(855) 264-1527

Media Contact

Aaron Palash / Adam Pollack
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449

Vaxart, Inc. (VXRT) Q4 2025 Earnings Call Transcript

April 17, 2026 08:30 ET  | Source: Vaxart, Inc.

SOUTH SAN FRANCISCO, Calif., April 17, 2026 (GLOBE NEWSWIRE) -- Vaxart, Inc. (OTCQX: VXRT) (“Vaxart” or the “Company”), a clinical-stage biotechnology company developing a range of oral vaccines based on its proprietary delivery platform, today announced that it has entered into a share purchase agreement (SPA) with Lincoln Park Capital Fund.

Under the terms of the agreement, Vaxart has the right, in its sole discretion, to sell to Lincoln Park up to $25 million worth of common stock over a 24-month period in amounts as described in the agreement. Vaxart maintains full control over the timing and amount of any sales, Lincoln Park is obligated to purchase the stock at prices based on the prevailing market price at the time of each sale, and importantly, there are no upper limits on the price Lincoln Park may pay to purchase Vaxart common stock. This agreement contains no warrants, rights of first refusal or participation rights regarding future financings by the Company and Lincoln Park has also agreed not to cause or engage in any direct or indirect short selling or hedging of the Company’s common stock.

"This agreement with Lincoln Park Capital provides flexible and efficient access to capital as we continue to pursue strategic partnerships, grants and other funding options to advance our oral vaccine programs,” said Jeroen Grasman, Chief Financial Officer of Vaxart. “This facility allows us the sole discretion to strengthen our balance sheet on an as-needed basis as we continue to execute on our clinical milestones while remaining focused on driving long-term value for our shareholders."

The issuance of the shares of common stock to Lincoln Park Capital Fund is being made pursuant to exemptions from the registration requirements of the federal and state securities laws. Pursuant to the SPA, before selling any shares under the SPA, a registration statement registering shares to be sold to Lincoln Park must be declared effective by the SEC and certain other conditions must be satisfied as more fully described in the 8-K filed today with the SEC. We issued shares of our common stock to Lincoln Park as consideration for entering into the SPA.

The information in this press release is summary information only and should be read in conjunction with Vaxart’s Current Report on Form 8-K, which Vaxart filed with the SEC concurrently with this press release. A copy of Vaxart’s Current Report on Form 8-K can be found on Vaxart’s website at www.vaxart.com and the SEC’s website at www.sec.gov.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Vaxart 
Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using pills that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary pill vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart’s development programs currently include pill vaccines designed to protect against coronavirus, norovirus and influenza, as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart’s first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.

Note Regarding Forward-Looking Statements
This press release contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this press release regarding Vaxart's strategy, prospects, plans and objectives, results from preclinical and clinical trials and the timing of such results, commercialization agreements and licenses, and beliefs and expectations of management are forward-looking statements. These forward-looking statements may be accompanied by such words as "should," "believe," "could," "potential," "will," "expected," “anticipate,” "plan," and other words and terms of similar meaning. Examples of such statements include, but are not limited to, statements relating to Vaxart’s ability to raise capital pursuant to the share purchase agreement with Lincoln Park Capital Fund, Vaxart's ability to develop and commercialize its product candidates; Vaxart's expectations regarding clinical results and trial data, and the timing of receiving and reporting such clinical results and trial data; Vaxart’s expected timing for future clinical trials; and Vaxart's expectations with respect to the effectiveness of its product candidates. Vaxart may not actually achieve the plans, carry out the intentions, or meet the expectations or projections disclosed in the forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations, and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Vaxart makes, including uncertainties inherent in research and development, including the ability to meet anticipated clinical endpoints, commencement, and/or completion dates for clinical trials, as well as the possibility of unfavorable new clinical data and further analyses of existing clinical data; the risk that clinical trial data are subject to differing interpretations and assessments by regulatory authorities; whether regulatory authorities will be satisfied with the design of and results from the clinical studies; decisions by regulatory authorities impacting labeling, manufacturing processes, and safety that could affect the availability or commercial potential of any product candidate, including the possibility that Vaxart's product candidates may not be approved by the FDA or non-U.S. regulatory authorities; that a Vaxart collaborator may not attain development and commercial milestones; that Vaxart or its partners may experience manufacturing issues and delays due to events within, or outside of, Vaxart's or its partners' control; difficulties in production, particularly in scaling up initial production, including difficulties with production costs and yields, quality control, including stability of the product candidate and quality assurance testing, shortages of qualified personnel or key raw materials, and compliance with strictly enforced federal, state, and foreign regulations; Vaxart's ability to obtain sufficient capital to fund its operations on terms acceptable to Vaxart, if at all; the impact of government healthcare proposals and policies; competitive factors; and other risks described in the "Risk Factors" sections of Vaxart's Quarterly and Annual Reports filed with the SEC. Vaxart does not assume any obligation to update any forward-looking statements, except as required by law.

Contact
Vaxart Media and Investor Relations: 
FINN Partners
[email protected]

Posted by Defense World Staff on Apr 24th, 2026

Shares of Vaxart, Inc. (OTCMKTS:VXRT – Get Free Report) passed above its 50-day moving average during trading on Thursday . The stock has a 50-day moving average of $0.68 and traded as high as $0.76. Vaxart shares last traded at $0.7399, with a volume of 333,049 shares.

Wall Street Analyst Weigh In Separately, Wall Street Zen upgraded Vaxart to a “buy” rating in a research note on Friday, January 23rd.

Read Our Latest Stock Analysis on Vaxart

Vaxart Stock Up 0.2% The firm has a market cap of $178.62 million, a P/E ratio of 12.33 and a beta of 1.31. The company has a fifty day simple moving average of $0.68 and a 200-day simple moving average of $0.52.

Vaxart (OTCMKTS:VXRT – Get Free Report) last released its quarterly earnings data on Thursday, March 12th. The biotechnology company reported $0.24 earnings per share for the quarter, topping analysts’ consensus estimates of ($0.08) by $0.32. The firm had revenue of $104.24 million during the quarter, compared to analyst estimates of $35.95 million. Vaxart had a return on equity of 33.83% and a net margin of 6.88%.

Hedge Funds Weigh In On Vaxart A number of hedge funds have recently made changes to their positions in VXRT. Marshall Wace LLP bought a new position in shares of Vaxart in the second quarter worth about $794,000. Jones Financial Companies Lllp boosted its stake in shares of Vaxart by 276,364.7% in the first quarter. Jones Financial Companies Lllp now owns 478,284 shares of the biotechnology company’s stock worth $196,000 after acquiring an additional 478,111 shares during the period. Goldman Sachs Group Inc. bought a new position in shares of Vaxart in the first quarter worth about $31,000. Creative Planning bought a new position in shares of Vaxart in the second quarter worth about $33,000. Finally, Invesco Ltd. boosted its stake in shares of Vaxart by 93.1% in the first quarter. Invesco Ltd. now owns 146,366 shares of the biotechnology company’s stock worth $60,000 after acquiring an additional 70,568 shares during the period. Institutional investors own 18.05% of the company’s stock.

About Vaxart (Get Free Report)

Vaxart, Inc is a clinical-stage biotechnology company pioneering the development of oral recombinant vaccines administered in tablet form. Leveraging a proprietary, room-temperature-stable platform, the company aims to simplify vaccine delivery while eliciting both systemic and mucosal immune responses. Its technology is based on the replication-defective adenovirus vector system, which encodes target antigens designed to protect against a range of infectious diseases without the need for injections or cold-chain logistics.

The company’s pipeline includes multiple vaccine candidates in various stages of development.

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Topline data from 400-person sentinel cohort of the Phase 2b COVID-19 trial anticipated in Q2 2026 Cash, cash equivalents, and investments of $61.0 million as of March 31, 2026; runway into second quarter of 2027 Live stockholder fireside chat scheduled for May 8, 2026 at 4:30 p.m. ET SOUTH SAN FRANCISCO, Calif.

Company is Entering a Pivotal Phase to Demonstrate Value of its Unique Oral Vaccine Platform 

Emphasizes Need for the Right Board Leadership at Critical Strategic Juncture

Encourages Shareholders to Visit Vote.Vaxart.com for Additional Information

SOUTH SAN FRANCISCO, Calif., May 19, 2026 (GLOBE NEWSWIRE) -- Vaxart, Inc. (OTCQX: VXRT) (“Vaxart” or the “Company”), a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform, today announced that it has filed preliminary proxy materials with the Securities and Exchange Commission in connection with its upcoming Annual Meeting of Stockholders scheduled to be held on July 16, 2026. 

In conjunction with the preliminary proxy filing, Vaxart issued an open letter to shareholders highlighting the Board’s urgent focus on realizing the market potential of the Company’s unique oral vaccine platform and creating value for all shareholders. The full text of the letter is as follows:

Dear Fellow Vaxart Shareholders:

Vaxart is entering a pivotal phase as we demonstrate the value of our unique oral vaccine platform and capitalize on our innovative scientific advancements. Ahead of our upcoming 2026 Annual Meeting of Stockholders, we will be seeking your vote to support our Board of Directors, enabling Vaxart to continue the important work underway. Over the last year, we have:

Made meaningful progress advancing our clinical roadmap;
Strengthened our near-term financial position to provide the runway to capture the potential upside from key upcoming milestones; and
Refreshed and enhanced our Board with the addition of Dr. James Breitmeyer, M.D., Ph.D., who brings more than 35 years of extensive clinical development, vaccine and regulatory experience.
While we are making significant progress, we understand there is more work to do. We are moving with urgency, and we are focused on proving that oral delivery is the future of vaccination. We are committed to disciplined execution to realize the market potential of our platform and the opportunities we believe lie ahead for our shareholders.

By contrast, a small group of dissident shareholders is seeking to disrupt our progress. In connection with our upcoming Annual Meeting, they have nominated three candidates to replace highly qualified and engaged directors on our Board. Your support will be critical to ensure we remain positioned for success and able to realize the value of your investment in Vaxart.

Driving Clinical and Operational Progress

We are strategically focusing our clinical development on areas where our Vector-Adjuvant-Antigen Standardized Technology (VAAST) platform can offer meaningful differentiation in areas that we believe have the potential to drive the greatest patient impact and commercial opportunity. The Board has prudently and deliberately positioned the Company with several potential catalysts for value creation.

COVID-19 – Platform Validation through Head-to-Head Comparison: Our Phase 2b COVID-19 trial, conducted in collaboration with the U.S. Biomedical Advanced Research and Development Authority (BARDA), is a cornerstone of our strategic roadmap. This trial is designed as a direct head-to-head evaluation of our oral pill vaccine candidate against a commercially available mRNA injectable booster. We believe this study has the potential to validate our technology and help redefine how vaccines are delivered.The trial is fully enrolled with approximately 5,400 total participants across a 400-person sentinel cohort and an approximately 5,000-participant main cohort. We are working toward the release of 12-month safety data from the sentinel cohort in the second quarter of 2026. While this sentinel data is not powered for statistical significance on efficacy, it will provide critical directional insights ahead of the primary efficacy and safety readout from the 5,000-participant main cohort, which is currently anticipated in early 2027.

Norovirus – Advancing a Potential First-in-Class Solution: Our norovirus program represents a significant opportunity in an expanding market where no vaccine currently exists. We are actively evaluating how our next-generation bivalent product candidate performs against the most dominant and highly-contagious strains of norovirus, as well as other strains, while continuing to pursue partnership and external funding opportunities to support future clinical development activities and clinical trials.
Influenza – Proving Differentiation Against Market Leaders: We are continuing to develop our seasonal and avian influenza programs, which continue to serve as important proof points for our platform’s ability to compete with market-leading injectables. We previously reported positive data from a Phase 2 challenge study showing that our oral H1 influenza vaccine candidate was at least as protective as an approved market-leading injectable vaccine in humans. More recently, our avian influenza vaccine was found to be 100% protective in a robust preclinical model. These promising results demonstrate the potential of our platform for influenza, and more generally for virus protection. We are continuing to evaluate the next steps for this program.
These programs take time and resources, and our highly qualified Board and management team are pulling every lever to advance our programs as quickly as possible and transition toward a sustainable commercial model.

Extending Our Runway to Advance Our Mission

As a clinical-stage biotechnology company, it is essential that we have financial resources to advance our important efforts through their next major value-inflection points. Throughout the year, our Board and management team have taken decisive actions in an evolving regulatory and funding environment to secure those resources, optimize our cost structure and extend our operating horizon.

Key initiatives have significantly enhanced our financial resilience:

Ensuring Funding: In February 2025, BARDA issued a stop-work order for many of the vaccine programs it was supporting. Our CEO, Steven Lo, along with Vaxart management, went to Washington D.C. numerous times to advocate for our Company and our shareholders. Unlike many companies that never recovered from their stop-work orders1, Vaxart was able to restore funding to continue our ongoing COVID-19 Phase 2b study by April 2025.
Entering Strategic Partnership Financing: Mr. Lo developed and finalized our strategic partnership with Dynavax (since acquired by Sanofi) in November 2025, which has provided Vaxart with non-dilutive cash in the near-term and the opportunity for additional payments as we hit key development milestones. This partnership also validates the promise of our oral vaccine program.
Operational Efficiency: We streamlined our footprint by relocating our headquarters and reducing fixed overhead expenses. These efforts, combined with a 21% workforce reduction implemented in 2025, have better aligned our internal resources with our highest-priority clinical programs.
Strategic Capital Access: We entered into a $25 million share purchase agreement, providing a flexible tool to bolster our balance sheet as needed to execute against our clinical milestones.
Strong Cash Position: We ended the first quarter of fiscal 2026 with approximately $61 million in cash resources. Based on our current projections, this provides a funded runway into the second quarter of 2027.
Your Board and management team are committed to taking the necessary actions to ensure we can advance programs in a challenging environment. While some of the actions we have already taken have been difficult – including raising dilutive financing and reducing our headcount – we believe they have been effective in keeping Vaxart on the path to success.

Due to the relentless efforts of our Board and management team, Vaxart has runway into the second quarter of 2027 and is positioned to reach key upcoming clinical milestones that, if positive, are expected to provide the Company with additional financial resources and create shareholder value.

Purpose-Built Leadership Overseeing Value Creation

This is an important time for Vaxart, and we believe it is critical to have the right people leading the charge, with the right experience and relationships with key government agencies and strategic partners we need to work with. To that end, Vaxart needs a Board and leadership team with the specific clinical, regulatory and operational experience and expertise required to navigate the intricacies of vaccine development in a challenging regulatory and financing environment. This is not a job for director candidates who lack this experience and expertise.

Our Board and management team are purpose-built to meet these demands. Our directors are industry veterans who have “been there, done that,” with strong track records of developing drugs, forging business relationships, and commercializing pharmaceutical solutions. Together, they bring scientific credibility and institutional knowledge that are essential to advancing our oral vaccine programs, navigating the complexity of the current regulatory environment and managing our financial position through critical stages of development.

The recent addition of Dr. Breitmeyer is a prime example of our commitment to high-level expertise. Dr. Breitmeyer brings over 35 years of directly applicable clinical and regulatory experience to our oversight efforts. We believe this specialized institutional knowledge is vital as we move through high-stakes clinical milestones, such as our Phase 2b COVID-19 trial, which require sophisticated execution and disciplined capital management.

Additionally, our leadership’s interests are directly aligned with shareholders. Our directors are meaningful shareholders, including our CEO, who personally holds more than 2.5 million shares and has never sold a single share. With holdings tied to Vaxart’s success, we are operating with a shared sense of urgency alongside all shareholders, to ensure that every strategic decision we make is designed to drive value.

Your Support at Our Upcoming Annual Meeting is Important – No Matter How Many Shares You Own

Our Annual Meeting has been scheduled for July 16, 2026. Your participation and vote at this year’s Annual Meeting will be especially important to ensure you can realize the value of your Vaxart investment.

While we continue executing on our strategic priorities and positioning Vaxart for shareholder value creation, a group of shareholders has nominated three candidates of their own to replace half of the highly qualified directors on our Board. Their nominees’ professional biographies show no public company experience, no clinical-stage pharmaceutical experience, no financial management experience, no capital markets experience, no regulatory experience, or any other experience that is relevant to our business.

Our Nominating and Governance Committee and Board reviewed their nominees and determined that none of them are qualified to join our Board in view of our established criteria for director candidates or otherwise. We believe replacing any of our highly qualified directors with these candidates, who do not have the qualifications to steward a public company or a clinical-stage biotechnology company, would be a value-destructive mistake.

We will be providing you with more information in the weeks ahead about how you can take action in connection with our Annual Meeting to realize the value of your investment in Vaxart.

A Clear Focus on Delivering for Shareholders

Our Board and management team are fully focused on the priorities that will drive value for shareholders. We strongly believe in the future of our Company and the ability of our oral vaccine programs to improve health outcomes and create shareholder value. With your support, we can capture the significant opportunities ahead.

Thank you for your continued support of Vaxart.

Sincerely,
The Vaxart Board of Directors

Shareholders are encouraged to visit Vote.Vaxart.com for additional information on Vaxart’s value creation strategy, its highly qualified Board of Directors and its Annual Meeting of Stockholders.

About Vaxart

Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using pills that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary pill vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the Company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart’s development programs currently include pill vaccines designed to protect against coronavirus, norovirus, and influenza, as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart’s first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.

Cautionary Language Concerning Forward-Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the “safe harbor” provisions created by those sections, that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this communication regarding Vaxart’s strategy, prospects, plans and objectives, results from preclinical and clinical trials, commercialization agreements and licenses, and beliefs and expectations of management are forward-looking statements. These forward-looking statements may be accompanied by such words as “should,” “believe,” “could,” “potential,” “will,” “expected,” “anticipate,” “plan,” “target,” “seek,” “intend,” “may,” “predict,” “project,” “would,” and other words and terms of similar meaning. Examples of such statements include, but are not limited to, statements relating to Vaxart’s ability to develop and commercialize its product candidates, including its vaccine booster products; Vaxart’s expectations regarding clinical results and trial data, and the timing of receiving and reporting such clinical results and trial data; Vaxart’s expected timing for future clinical trials; and Vaxart’s expectations with respect to the effectiveness of its product candidates; expectations regarding collaborations, including the collaboration with Dynavax; expectations regarding the pursuit of strategic partnerships and external funding opportunities for Vaxart’s programs; expectations regarding government funding; and expectations regarding Vaxart’s capital resources and funded runway. Vaxart may not actually achieve the plans, carry out the intentions, or meet the expectations or projections disclosed in the forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations, and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Vaxart makes, including uncertainties inherent in research and development, including the ability to meet anticipated clinical endpoints, commencement and/or completion dates for clinical trials, regulatory submission dates, regulatory approval dates, and/or launch dates, as well as the possibility of unfavorable new clinical data and further analyses of existing clinical data; the risk that clinical trial data are subject to differing interpretations and assessments by regulatory authorities; whether regulatory authorities will be satisfied with the design of and results from the clinical studies; decisions by regulatory authorities impacting labeling, manufacturing processes, and safety that could affect the availability or commercial potential of any product candidate, including the possibility that Vaxart’s product candidates may not be approved by the FDA or non-U.S. regulatory authorities; that, even if approved by the FDA or non-U.S. regulatory authorities, Vaxart’s product candidates may not achieve broad market acceptance; that a Vaxart collaborator may not attain development and commercial milestones; that Vaxart or its partners may experience manufacturing issues and delays due to events within, or outside of, Vaxart’s or its partners’ control; difficulties in production, particularly in scaling up initial production, including difficulties with production costs and yields, quality control, including stability of the product candidate and quality assurance testing, shortages of qualified personnel or key raw materials, and compliance with strictly enforced federal, state, and foreign regulations; that Vaxart may not be able to obtain, maintain, and enforce necessary patent and other intellectual property protection; that Vaxart’s capital resources may be inadequate; Vaxart’s ability to resolve pending legal matters; Vaxart’s ability to obtain sufficient capital to fund its operations on terms acceptable to Vaxart, if at all; the impact of government healthcare proposals and policies; competitive factors; and other risks and uncertainties described in the “Risk Factors” sections of Vaxart’s most recent Annual Report on Form 10-K, including amendments thereto, and Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission. Vaxart undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.

Important Additional Information and Where to Find It

 Vaxart intends to file a preliminary proxy statement and a white proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for the 2026 Annual Meeting of Stockholders (the “Annual Meeting”). STOCKHOLDERS OF THE COMPANY ARE STRONGLY ENCOURAGED TO READ SUCH PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO), THE ACCOMPANYING WHITE PROXY CARD AND ALL OTHER DOCUMENTS FILED WITH, OR FURNISHED TO, THE SEC IN CONNECTION WITH THE ANNUAL MEETING CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE ANNUAL MEETING. Stockholders will be able to obtain the Company’s proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SEC’s website at www.sec.gov. Copies will also be available at no charge at the Company’s website at https://investors.vaxart.com/financials-filings/sec-filings.

Participant Information

The Company, each of its directors (Steven Lo (President, Chief Executive Officer and Principal Executive Officer, and Director), Kevin P. Finney, Elaine J. Heron, Ph.D., W. Mark Watson, David Wheadon, M.D., and James B. Breitmeyer, M.D., Ph.D.) and four of its executive officers and employees in addition to Mr. Lo (Jeroen Grasman (Chief Financial Officer, Principal Financial Officer, and Principal Accounting Officer), Sean Tucker, Ph.D. (Senior Vice President and Chief Scientific Officer), Edward B. Berg (Senior Vice President and General Counsel), James Cummings, M.D. (Chief Medical Officer)) are deemed to be “participants” (as defined in Schedule 14A under the Securities Exchange Act of 1934, as amended) in the solicitation of proxies from the Company’s stockholders in connection with matters to be considered at the Annual Meeting. Information about the names of the Company’s directors and officers, their respective interests in the Company by security holdings or otherwise, and their respective compensation is set forth in the sections entitled “Executive Officers,” “Election of Directors,” “Executive Compensation,” “Director Compensation,” and “Security Ownership of Certain Beneficial Owners and Management” in the Company’s Amendment No. 1 to the Annual Report on Form 10-K, filed with the SEC on April 30, 2026 (available here). Supplemental information regarding the participants’ holdings of the Company’s securities can be found in the Statement of Change in Ownership on Form 4 filed with the SEC on May 1, 2026 with respect to Dr. Breitmeyer, available here through the SEC’s website and the Company’s investor relations website.

Investor Contact

Michael Fein
Campaign Management
(855) 264-1527

Media Contact

Aaron Palash / Adam Pollack
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449

1 Source: The 2025 Biotech Graveyard

Mails Letter to Shareholders Detailing Strength of the Board’s Nominees and Momentum in Advancing Vaxart’s Value Creation Strategy

Reinforces that the Dissident’s Nominees Have No Relevant Biotechnology or Public Company Leadership Experience and Their Appointment to the Board Would Be Value Destructive

Visit Vote.Vaxart.com for Additional Information and Voting Resources

SOUTH SAN FRANCISCO, Calif., June 08, 2026 (GLOBE NEWSWIRE) -- Vaxart, Inc. (OTCQX: VXRT) (“Vaxart” or the “Company”), a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform, today mailed a letter to shareholders urging them to vote “FOR” ALL six of the company’s highly qualified director nominees on the WHITE proxy card in connection with its upcoming Annual Meeting of Stockholders scheduled to be held on July 16, 2026.

The full text of the letter is as follows:

Dear Fellow Vaxart Shareholders:

You have an important choice to make about the future of your investment in Vaxart ahead of the 2026 Annual Meeting of Stockholders. As you determine which directors should serve on Vaxart’s Board, consider:

The Company’s WHITE proxy card presents a slate of six director nominees with the relevant experience and expertise to oversee the successful execution of the Company’s strategy. Two of the directors joined the Board within the last year, and the average tenure of all the nominees is 2.3 years.
A gold proxy card, on the other hand, is being issued by three shareholders who are nominating themselves to replace half of the Company’s Board despite a clear lack of credentials. None of them has experience leading a public company or a clinical-stage biotechnology company, and none of them has experience advancing vaccine programs through regulatory pathways. We strongly urge you to vote “FOR” ALL 6 of Vaxart’s director nominees – Dr. James B. Breitmeyer, Kevin P. Finney, Dr. Elaine J. Heron, Steven Lo, W. Mark Watson and Dr. David Wheadon – on the WHITE proxy card ahead of our July 16th Annual Meeting. We believe replacing any of Vaxart’s directors would jeopardize the execution of the Company's strategy at a critical stage of development.

Vaxart Is Executing On A Deliberate, Milestone-Driven Plan With Urgency

Vaxart is doing the work required to test, strengthen and validate our oral vaccine platform where the patient impact and commercial opportunity is the greatest:

We are executing our BARDA-funded Phase 2b COVID-19 trial that directly compares Vaxart’s oral pill vaccine candidate against an approved mRNA injectable, providing meaningful evidence of the platform’s potential. This program is the lead candidate for validating the mucosal immunity advantages of the VAAST oral pill platform. For the Sentinel Cohort of approximately 400 participants, we are working toward topline 12-month safety and immunogenicity data in the near term.For the Main Cohort, a double-blinded study of approximately 5,000 participants, we are working toward a full efficacy and safety readout in the mid term.With positive Phase 2b results, our strategic partner Dynavax has the option to further develop and commercialize this asset. We are advancing our norovirus program, building on prior Phase 2 challenge data that demonstrated the potential to reduce infection, illness and viral shedding. We believe these results support continued development of candidates designed to address both current and emerging strains. We are currently evaluating the cross-reactivity of our second-generation bivalent candidate, which has demonstrated significantly higher antibody responses compared to first-generation constructs.We are working to initiate a Phase 2b safety and immunogenicity study in the near term, subject to securing additional partnership or external funding. We are developing our seasonal and avian influenza programs that serve as important proof points for our platform’s ability to compete with market-leading injectables. We are pursuing a disciplined development strategy that prioritizes programs with the strongest scientific rationale, commercial potential and funding pathways and are actively evaluating funding pathways to accelerate advancement of these programs.We have strengthened our financial position and preserved flexibility, including realizing the upfront payment through the Dynavax partnership, which extended the Company’s cash runway into the second quarter of 2027.
Vaxart has implemented a multi-pronged approach to preserve capital and ensure it can reach upcoming clinical inflection points.In April 2026, we entered into a $25 million share purchase agreement with Lincoln Park Capital, which provides flexible financing that may be utilized if additional capital is needed.To protect our runway, we implemented a 21% workforce reduction in 2025 and completed the relocation of our corporate headquarters to reduce fixed overhead. Translating Vaxart’s differentiated platform and potential into long-term value requires disciplined clinical execution, prudent capital allocation, and deep regulatory and partnership expertise. This expertise is particularly important in an industry where success depends on both leadership decisions and the capability of the Board and management to steer the company through all stages of vaccine development, including trial enrollment and patient observation periods, data analysis, and regulatory and partner review processes. Effective oversight requires balancing urgency and rigor necessary to maximize the likelihood of success. Our Board is fully focused on achieving that goal.

The Dissident Shareholder Group Is Seeking To Eliminate Significant Experience from the Boardroom

The dissident shareholders who are nominating themselves for election have backgrounds principally in insurance, medical practice, and small business operations. None has served as a director or senior executive of a public company or a clinical-stage vaccine company, overseen the development of vaccine candidates through late-stage clinical trials, or led the regulatory and strategic partnerships necessary to bring innovative vaccines to market.

At this important stage in Vaxart's development, we believe shareholders are best served by directors with substantial experience in biotechnology, vaccine development, clinical trials, regulatory affairs and public company governance.

The Company’s director nominees all provide expertise that is essential to overseeing Vaxart. If the dissident shareholder group is successful, they would eliminate significant and relevant expertise brought by these current directors at a critical time for the Company.

Steven Lo became Chief Executive Officer a little more than two years ago and has led several important initiatives to strengthen the Company and position it for long-term success.Following BARDA’s two stop-work orders in 2025 that adversely impacted vaccine programs for Vaxart and many other companies, Mr. Lo helped secure the continuation of BARDA funding for Vaxart’s lead COVID-19 program. Mr. Lo led the negotiation of our strategic partnership with Dynavax (now part of Sanofi), extending the Company’s cash runway into the second quarter of 2027.Mr. Lo implemented initiatives to reduce fixed overhead expenses, improving the Company's operating efficiency and lowering its future cost structure.Mr. Lo helped negotiate a $25 million share purchase agreement, providing a flexible tool to strengthen its balance sheet if needed.Mr. Lo’s interests are closely aligned with those of shareholders. More than 60% of his compensation is delivered through equity incentives with multi-year vesting requirements, and approximately one-third of his target direct compensation can only be realized if shareholders benefit from stock price appreciation. In addition, Mr. Lo has never sold a single share of Company stock.1 Dr. Elaine J. Heron is an established biotechnology executive with primary expertise across life sciences, drug development, rare diseases, public company governance, and M&A.Dr. Heron served as CEO and Chair of the Board of Amplyx Pharmaceuticals, Inc., an antifungal development company which was acquired by Pfizer.
Previously Dr. Heron served as CEO and Chair of the Board of Labcyte, Inc., a life sciences technology company whose innovative liquid-handling platform became widely used in pharmaceutical research and development and was subsequently acquired by Danaher Corporation.Dr. Heron served as Vice President and General Manager of Applera’s Molecular Biology division, a $1 billion annual revenue business now part of Thermo Fisher Scientific, where she helped develop the DNA sequencer used in the Human Genome Project and pioneer real-time PCR systems that have become the gold standard for gene expression analysis.Dr. Heron served on the Board of BioMarin Pharmaceutical Inc. from 2002 to 2025, during which it grew into a leading rare disease biotechnology company with annual revenue of approximately $2.8 billion and commercial operations spanning more than 80 countries.Dr. Heron currently serves on the board of Pavella Therapeutics, Inc., a clinical-stage biotechnology company developing drugs for serious rare skin diseases that completed its IPO in late 2024 and has since achieved a market capitalization of $1.6 billion.Dr. Heron holds a B.S. in Chemistry and a Ph.D. in Analytical Biochemistry from Purdue University and an MBA from Pepperdine University. Dr. David Wheadon brings nearly three decades of experience in clinical development, regulatory affairs and pharmaceutical innovation, with deep expertise in the processes that determine whether new therapies ultimately reach patients. Dr. Wheadon served as Senior Vice President, Global Regulatory Affairs, Patient Safety and Quality Assurance for AstraZeneca Pharmaceuticals, where he led the market access strategy for the company’s innovative product portfolio and oversaw late-stage development through regulatory approvals.
As Senior Vice President, Scientific & Regulatory Affairs at Pharmaceutical Research and Manufacturers of America (“PhRMA”) and member of the Management Committee, Dr. Wheadon led industry-wide advocacy and engaged extensively with U.S. public health agencies, gaining a deep understanding of drug development standards and approval pathways.Dr. Wheadon began his career as a clinical research physician in neuroscience at Eli Lilly and Company, developing foundational expertise in clinical development and the end-to-end innovation process from early-stage research through patient-focused evaluations.Dr. Wheadon has significant public company board experience, including serving as a Director of Karuna Therapeutics, Inc. where he helped guide the company through its approximately $14 billion acquisition by Bristol Myers Squibb.Dr. David Wheadon has an A.B. in Biology from Harvard University and an M.D. from Johns Hopkins University School of Medicine. He completed his residency in psychiatry at the Tufts-New England Medical Center. The Dissident Shareholder Nominees Are Ill-Equipped To Oversee a Public Biotechnology Company

Seeking change for its own sake is not a strategy. Daniel Houle has acknowledged that he and his fellow nominees do not have the experience that the biotechnology executives currently serving on Vaxart's Board possess. Rather, they are seeking Board seats to learn more about the Company's operations with the hope of identifying a magic bullet that will accelerate Vaxart’s trajectory.

But serving on the Board of a clinical-stage biotechnology company requires more than curiosity. It requires the judgment necessary to evaluate clinical, regulatory, financial and strategic matters, discharge fiduciary obligations to all shareholders and provide effective oversight of management.

Time is of the essence for Vaxart. The Company is executing important clinical programs, pursuing partnership opportunities and working to validate its oral vaccine platform. Success requires continuity, discipline and experienced oversight. Potential partners and investors in the Company will care about who is serving on the Board after the Annual Meeting.

PROTECT THE VALUE OF YOUR INVESTMENT BY VOTING THE WHITE PROXY CARD TODAY

Vaxart is executing against a clear, milestone-driven strategy and moving with urgency. We are advancing important clinical programs, strengthening our financial position, pursuing strategic opportunities and working to unlock the full potential of our differentiated oral vaccine platform and innovative scientific advancements.

Your Board has responded to shareholder feedback and assembled the expertise of six highly qualified directors who are integral to the clinical, regulatory, financial and strategic decisions that will shape Vaxart's future. The progress Vaxart is making today reflects that. Replacing ANY of our directors at this moment, particularly with nominees who have no relevant experience, risks disruption at a pivotal time for our Company.

Your vote is extremely important no matter how many shares you own. We urge you to cast your vote “FOR” ALL 6 of the Company’s highly qualified director nominees today by marking, signing, dating, and returning the enclosed WHITE proxy card or voting instruction form by mail in the postage-paid envelope provided, or by voting online following instructions on your WHITE proxy card or voting instruction form.

Thank you for your continued support.

Sincerely,
The Vaxart Board of Directors

Vote “FOR” ALL 6 of Vaxart’s highly qualified director nominees on the WHITE proxy card TODAY!

If you have questions or require assistance with voting your shares, please call Vaxart’s proxy solicitor:

Campaign Management, LLC
Toll-Free: +1 (855) 264-1527

Additional shareholder resources and voting information can be found at Vote.Vaxart.com.

About Vaxart

Vaxart is a clinical-stage biotechnology company developing a range of oral recombinant vaccines based on its proprietary delivery platform. Vaxart vaccines are designed to be administered using pills that can be stored and shipped without refrigeration and eliminate the risk of needle-stick injury. Vaxart believes that its proprietary pill vaccine delivery platform is suitable to deliver recombinant vaccines, positioning the Company to develop oral versions of currently marketed vaccines and to design recombinant vaccines for new indications. Vaxart’s development programs currently include pill vaccines designed to protect against coronavirus, norovirus, and influenza, as well as a therapeutic vaccine for human papillomavirus (HPV), Vaxart’s first immune-oncology indication. Vaxart has filed broad domestic and international patent applications covering its proprietary technology and creations for oral vaccination using adenovirus and TLR3 agonists.

Cautionary Language Concerning Forward-Looking Statements

This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the “safe harbor” provisions created by those sections, that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this communication regarding Vaxart’s strategy, prospects, plans and objectives, results from preclinical and clinical trials, commercialization agreements and licenses, and beliefs and expectations of management are forward-looking statements. These forward-looking statements may be accompanied by such words as “should,” “believe,” “could,” “potential,” “will,” “expected,” “anticipate,” “plan,” “target,” “seek,” “intend,” “may,” “predict,” “project,” “would,” and other words and terms of similar meaning. Examples of such statements include, but are not limited to, statements relating to Vaxart’s ability to develop and commercialize its product candidates, including its vaccine booster products; Vaxart’s expectations regarding clinical results and trial data, and the timing of receiving and reporting such clinical results and trial data; Vaxart’s expected timing for future clinical trials; and Vaxart’s expectations with respect to the effectiveness of its product candidates; expectations regarding collaborations, including the collaboration with Dynavax; expectations regarding the pursuit of strategic partnerships and external funding opportunities for Vaxart’s programs; expectations regarding government funding; and expectations regarding Vaxart’s capital resources and funded runway. Vaxart may not actually achieve the plans, carry out the intentions, or meet the expectations or projections disclosed in the forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions, expectations, and projections disclosed in the forward-looking statements. Various important factors could cause actual results or events to differ materially from the forward-looking statements that Vaxart makes, including uncertainties inherent in research and development, including the ability to meet anticipated clinical endpoints, commencement and/or completion dates for clinical trials, regulatory submission dates, regulatory approval dates, and/or launch dates, as well as the possibility of unfavorable new clinical data and further analyses of existing clinical data; the risk that clinical trial data are subject to differing interpretations and assessments by regulatory authorities; whether regulatory authorities will be satisfied with the design of and results from the clinical studies; decisions by regulatory authorities impacting labeling, manufacturing processes, and safety that could affect the availability or commercial potential of any product candidate, including the possibility that Vaxart’s product candidates may not be approved by the FDA or non-U.S. regulatory authorities; that, even if approved by the FDA or non-U.S. regulatory authorities, Vaxart’s product candidates may not achieve broad market acceptance; that a Vaxart collaborator may not attain development and commercial milestones; that Vaxart or its partners may experience manufacturing issues and delays due to events within, or outside of, Vaxart’s or its partners’ control; difficulties in production, particularly in scaling up initial production, including difficulties with production costs and yields, quality control, including stability of the product candidate and quality assurance testing, shortages of qualified personnel or key raw materials, and compliance with strictly enforced federal, state, and foreign regulations; that Vaxart may not be able to obtain, maintain, and enforce necessary patent and other intellectual property protection; that Vaxart’s capital resources may be inadequate; Vaxart’s ability to resolve pending legal matters; Vaxart’s ability to obtain sufficient capital to fund its operations on terms acceptable to Vaxart, if at all; the impact of government healthcare proposals and policies; competitive factors; and other risks and uncertainties described in the “Risk Factors” sections of Vaxart’s most recent Annual Report on Form 10-K, including amendments thereto, and Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission. Vaxart undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.

Important Additional Information and Where to Find It 

Vaxart has filed a definitive proxy statement and form of white proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for the 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Stockholders are able to obtain the Company’s proxy statement, any amendments or supplements to the proxy statement and other documents filed by the Company with the SEC at no charge at the SEC’s website at www.sec.gov. Copies are also available at no charge at the Company’s website at https://investors.vaxart.com/financials-filings/sec-filings.

Investor Contact

Michael Fein
Campaign Management
(855) 264-1527

Media Contact

Aaron Palash / Adam Pollack
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449

________________________________
1 Excludes automatic tax withholding transactions associated with vested stock awards.