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Form 3 Evaxion A/S For: Mar 18 Filed by: Evaxion A/S

March 18, 2026 9:10 PM
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Evaxion A/S

(Last) (First) (Middle)
DR. NEERGAARDS VEJ 5F

(Street)
HORSHOLM DK-2970

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026
3. Issuer Name and Ticker or Trading Symbol
Evaxion A/S [ EVAX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares 3,361,687
D
Ordinary Shares 238,971
I
By Sogaard & Jansen ApS (1)
Ordinary Shares 50,157
I
By Michael Jansen (2)
Ordinary Shares 900
I
By Caroline Jansen (3)
Ordinary Shares 900
I
By William Jansen (4)
Ordinary Shares 210,500
I
By Svend Jansen (5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants (6) 12/21/2023 12/21/2026 Ordinary Shares 275,735 0.74 D
Warrants (6) 12/21/2023 12/21/2026 Ordinary Shares 238,971 0.74 I By Sogaard & Jansen ApS (1)
Warrants (6) 12/21/2023 12/21/2026 Ordinary Shares 36,765 0.74 I By Michael Jansen (2)
Warrants (6) 12/21/2023 12/21/2026 Ordinary Shares 183,824 0.74 I By Svend Jansen (5)
Warrants (7) 01/31/2025 01/31/2030 Ordinary Shares 691,850 0.059 D
Warrants (7) 01/31/2025 01/31/2030 Ordinary Shares 645,750 0.059 I By Sogaard & Jansen ApS (1)
Warrants (7) 01/31/2025 01/31/2030 Ordinary Shares 184,500 0.059 I By Michael Jansen (2)
Warrants 01/01/2018 12/31/2036 Ordinary Shares 11,952 0.1 D
Warrants 01/01/2019 12/31/2031 Ordinary Shares 56,556 0.1 D
Warrants 01/01/2020 12/31/2031 Ordinary Shares 25,812 0.1 D
Warrants 01/01/2021 12/31/2031 Ordinary Shares 9,167 5.38 D
Warrants 01/01/2022 (8) 12/31/2031 Ordinary Shares 10,000 2.23 D
Warrants 01/01/2023 (8) 12/31/2031 Ordinary Shares 75,000 0.75 D
Warrants 01/01/2024 (8) 12/31/2031 Ordinary Shares 40,000 0.4 D
Warrants 01/01/2024 (8) 12/31/2031 Ordinary Shares 125,000 0.07 D
Explanation of Responses:
1. Ms. Sogaard's spouse, Michael Jansen, is a control person of such entity. Ms. Sogaard is also a part owner of this entity.
2. Michael Jansen is Ms. Sogaard's spouse.
3. Caroline Jansen is Ms. Sogaard's family member.
4. William Jansen is Ms. Sogaard's family member.
5. Svend Jansen is Ms. Sogaard's family member.
6. Warrants pursuant to private placement that closed 12/21/2023.
7. Warrants pursuant to public offering that closed 1/31/2025.
8. Vesting is 1/12 per month over 12 months from the initial exercise date indicated.
Remarks:
Exhibit List - Exhibit 24.1 Power of Attorney. This initial holding statement has been made for Marianne Soegaard using the Issuer's CIK codes to satisfy Form 3 filing requirements. An amendment will be filed for Ms. Soegaard upon receipt of her CIK filer codes from the SEC.
/s/ Michael Baird, Attorney-in-Fact 03/18/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

ATTACHMENTS / EXHIBITS

EXHIBIT 24.1

Categories

SEC Filings