Novavax Holder Himanshu Shah Says His 6.46% Stake No Longer Aims To Influence Control
Shah withdrew his firm's adviser registration, moved to a family office and plans to report the stake on a passive form.
Himanshu Shah and his Shah Capital entities told the SEC in an amended ownership filing that they no longer hold Novavax shares to influence control. The group reported 6.46% of the class, or 10,656,964 shares, and said it intends to report on Schedule 13G, the passive ownership disclosure, going forward.
What the amendment says
The filing is Amendment No. 8 to Shah's original Schedule 13D, the activist investor disclosure. Its trigger: Shah Capital Management filed a Form ADV-W, effective October 16, 2026, to withdraw voluntarily its registration as an investment adviser with the SEC.
The filing says that, as a result, the reporting persons no longer hold the shares with a purpose of influencing control. Himanshu Shah Family Office LLC was set up to manage the investments and financial affairs of Shah's family, money previously run by Shah Capital Management. Shah Capital Fund LLC was formed and became part of that family office structure.
The filing says the restructuring was done for organizational, administrative and investment management purposes and resulted in a material change in the ultimate beneficial ownership of the shares. It adds that the reporting persons may review and modify the structure of their holdings and affiliated entities from time to time.
The holdings and the sale
Percentages use 165M shares outstanding as of July 31, 2026. Shah Capital Management is listed at 10,543,476 shares, or 6.39%, and Shah Capital Fund LLC at 6,230,000 shares, or 3.78%.
Shah is listed at 10,656,964 shares, or 6.46%. That is the 10,543,476 shares he may be deemed to own as president and chief investment officer of Shah Capital Management, plus 113,488 shares in his own managed account, over which he has sole voting and dispositive power.
Shah Capital Fund LLC sold 2,870,000 shares at an average price of $11.3486 as of October 5, 2026, the filing says. It still holds 6,230,000 shares directly.
What to watch
The filing says the reporting persons intend to file a Schedule 13G going forward. That form would be the next place the Novavax stake is reported.
The filing says the reporting persons have no present plans or proposals that would trigger any of the actions listed in Item 4 of Schedule 13D, other than what it describes.
