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Correspondence 0001104659-25-026198 from Evaxion A/S (EVAX)

Evaxion A/S
Date: March 20, 2025 · CIK: 0001828253 · Accession: 0001104659-25-026198

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File numbers found in text: 333-285778

Date
March 20, 2025
Author
Evaxion Biotech A/S
Form
CORRESP
Company
Evaxion A/S

Letter

Office of Life Sciences Division of Corporation Finance Registration Statement on Form F-3 (File No. 333- 285778) Acceleration Request Requested Date: March 24, 2025 Requested Time: 4:30 P.M. Eastern Time

Dear Mr. Howes:

In accordance with Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, the undersigned registrant (the " Registrant ") hereby requests that the Securities and Exchange Commission (the " Commission ") take appropriate action to cause the above-referenced Registration Statement on Form F-3 (File No. 333-285778) (the "Registration Statement ") to become effective on Monday, March 24, 2025, at 4:30 p.m., Eastern Time, or as soon thereafter as practicable, or at such later time as the Registrant or its counsel may orally request via telephone call to the staff (the " Staff ").

Once the Registration Statement has been declared effective, please orally confirm that event with Michael D. Baird of Duane Morris LLP by telephone at (215) 870-6771, or if you have any questions or require additional information regarding this matter. Thank you for your assistance and cooperation in this matter.

The Company understands that the Staff will consider this request as confirmation by the Company of its awareness of its responsibilities under the federal securities laws as they relate to the offering of the securities covered by the Registration Statement.

Very truly yours,
Evaxion Biotech A/S

Show Raw Text
CORRESP
 1
 filename1.htm

 Evaxion Biotech A/S

 Dr. Neergaards
Vej 5F

 2970 Hørsholm

 Denmark

 Telephone: +45 31 31
97 53

 March 20, 2025

 U.S. Securities and Exchange Commission

 Office of Life Sciences

 Division of Corporation Finance

 100 F Street, N.E.

 Mail Stop 4546

 Washington, D.C. 20549

 Attn:
Mr. Tyler Howes

 Re: Evaxion Biotech A/S

 Registration
Statement on Form F-3 (File No. 333- 285778)

 Acceleration Request

 Requested Date:
 March 24, 2025

 Requested Time:
 4:30 P.M. Eastern Time

 Dear Mr. Howes:

 In accordance with Rule 461 of Regulation C of
the General Rules and Regulations under the Securities Act of 1933, as amended, the undersigned registrant (the " Registrant ")
hereby requests that the Securities and Exchange Commission (the " Commission ") take appropriate action to cause
the above-referenced Registration Statement on Form F-3 (File No. 333-285778) (the "Registration Statement ")
to become effective on Monday, March 24, 2025, at 4:30 p.m., Eastern Time, or as soon thereafter as practicable, or at such later time
as the Registrant or its counsel may orally request via telephone call to the staff (the " Staff ").

 Once the Registration Statement has been declared
effective, please orally confirm that event with Michael D. Baird of Duane Morris LLP by telephone at (215) 870-6771, or if you have any
questions or require additional information regarding this matter. Thank you for your assistance and cooperation in this matter.

 The Company understands that the Staff will
consider this request as confirmation by the Company of its awareness of its responsibilities under the federal securities laws as they
relate to the offering of the securities covered by the Registration Statement.

 Very truly yours,

 Evaxion Biotech A/S

 By:
 /s/ Christian Kanstrup

 Christian Kanstrup

 Chief Executive Officer

 cc:

 Michael D. Baird, Duane Morris LLP

 Lars Lüthjohan Jensen, Mazanati-Andersen

 2