Vaxart, Inc. — Form 8-K

Vaxart (VXRT) entered a Cooperation Agreement on July 1, 2026, with a stockholder group holding 1,515,343 shares (0.6% ownership) comprising Daniel P. Houle, Mark Silverberg MD, Matthew M. Wallace MD, Patrice Raffy, Q3 Nominees Pty Ltd., and Marc Eustace Pereira. The group withdrew its nominations of three director candidates and its books/records demand. In exchange, the Company will appoint one mutually agreed independent director within 60–90 days post-2026 Annual Meeting, form new committees (Stockholder Engagement, Clinical & Regulatory Affairs), adopt director resignation and stock ownership policies, and reimburse the group up to $650,000 in expenses. The agreement contains standstill provisions capping the group's ownership at 4.9% and restricts their activism until termination (approximately mid-2027 or mid-2028, depending on director renomination).