Vaxart, Inc

Item 8.01. Other Events. On May 19, 2026, Vaxart, Inc. (the “Company”) issued a letter to shareholders highlighting the Company’s clinical and operational progress, strategic priorities and commitment to long-term value creation and urging Vaxart shareholders to support the six director nominees nominated by the Company’s Board of Directors at the Company’s upcoming 2026 Annual Meeting of Stockholders (the “Annual Meeting”). In the letter, the Company also addresses the nomination by a shareholder of three dissident director candidates for election at the Annual Meeting. A copy of the Company’s letter to shareholders and press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The Company has scheduled the Annual Meeting for July 16, 2026 and will file today its preliminary proxy statement and related materials with the Securities and Exchange Commission (the “SEC”) in connection with the Annual Meeting. The Company will publish additional details regarding the Annual Meeting in its definitive proxy statement for the Annual Meeting. Shareholders are encouraged to visit Vote. Vaxart.com for additional information on Vaxart’s value creation strategy, its Board of Directors, and the Annual Meeting. In order for a shareholder proposal to be considered for inclusion in the Company’s proxy statement and proxy card for the Annual Meeting pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), any such proposal must be delivered to, or mailed to and received by, the Company’s Corporate Secretary at its corporate office at 310 Utah Avenue, Suite 150, South San Francisco, California 94080, no later than 5:00 p.m. (Eastern Time) on May 29, 2026, prior to the time before the Company expects to print and send its proxy materials for the Annual Meeting. Any such proposal must also meet the requirements set forth in the rules and regulations of the SEC in order to be eligible for inclusion in the Company’s proxy materials for the Annual Meeting. The deadline for shareholder nominations for director nominees to be considered for election at the Annual Meeting pursuant to and in compliance with the advance notice provisions of the Company’s Amended and Restated Bylaws has passed. To comply with the universal proxy rules, shareholders who intend to solicit proxies in support of such director nominees other than the Company’s nominees at the Annual Meeting must provide notice to the Company setting forth the information required by Rule 14a-19 under the Exchange Act, postmarked to the Corporate Secretary at the address provided above or emailed to the Corporate Secretary, no later than May 29, 2026.