SEC FORM 3

SEC FORM 3SEC Form 3

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)

DENMARK

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026

3. Issuer Name and Ticker or Trading Symbol
Evaxion A/S [ EVAX ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
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 5 (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.
* Form 3: SEC 1473 (03-26)

SEC Form 3 filed by new insider Evaxion A/S