Welcome to our dedicated page for NextCure SEC filings (Ticker: NXTC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
NextCure, Inc. filings document a clinical-stage oncology issuer's financial reporting, governance, capital structure, and material-event disclosures. Recent Form 8-K reports furnish quarterly and annual results, business update exhibits, Regulation FD materials on ADC programs, officer transition disclosure, a completed private placement of common stock and pre-funded warrants, and an effected reverse stock split.
The company's proxy materials cover annual meeting matters including director elections, auditor ratification, say-on-pay, board governance, and executive compensation for a Delaware corporation with Nasdaq-listed common stock.
NextCure, Inc. (NXTC) entered into a Ninth Amendment to its lease with ARE-8000/9000/10000 Virginia Manor, LLC covering approximately 29,864 rentable square feet of lab and office space in Beltsville, Maryland. The company vacated and surrendered the premises effective August 31, 2026, and the parties agreed to accelerate the lease expiration and terminate NextCure’s future rent obligations effective September 1, 2026, subject to the terms of the amendment.
In connection with this amendment, NextCure paid a one-time termination fee of approximately $0.8 million and forfeited a security deposit of approximately $39,000.
NextCure, Inc. (NXTC) filed an S-4 registering shares of its common stock and related pre-funded warrants to be issued in an all-stock merger with private biopharma Avere Therapeutics. A NextCure merger sub will merge into Avere, which will then merge into a second NextCure subsidiary, leaving Avere as the operating business.
The exchange ratio is based on valuing Avere at $250.0 million plus its pre-closing financing proceeds and NextCure at $11.0 million, adjusted for NextCure’s net cash (currently projected at $(1.3) million). All Avere equity, options, RSUs and warrants will roll into NextCure equity or equivalent awards. In-the-money NextCure options will be cashed out; out-of-the-money options will be cancelled.
Avere is raising approximately $820.0 million in a pre-closing financing (partly via cancelling $266.0 million of convertible notes), which will convert into NextCure stock or pre-funded warrants. Before closing, existing NextCure holders will receive one contingent value right per share tied to 90% of net proceeds from legacy asset monetizations and may receive a special cash dividend if net cash exceeds a target. After closing, the combined company is expected to be renamed Avere Therapeutics, Inc. and seek Nasdaq listing under the symbol AVRX, with Avere’s team and designees controlling management and the board.
ADAR1 Capital Management, LLC and its sole manager Daniel Schneeberger report beneficial ownership of common stock of NextCure, Inc. ADAR1-managed private funds and separately managed accounts hold 722,419 shares of NextCure common stock, and these shares may be deemed indirectly beneficially owned by both ADAR1 and Schneeberger.
This position represents 15.8% of NextCure’s common stock, based on 4,577,359 shares outstanding as of July 31, 2026, as stated in the company’s Form 10-Q for the quarter ended June 30, 2026. Both reporting persons have shared voting and dispositive power over the 722,419 shares and no sole voting or dispositive power.
Ikarian Capital, LLC and Neil Shahrestani report beneficial ownership of 502,672 shares of NextCure, Inc. common stock, representing 9.99% of the class. This amount includes 449,369 shares that may be acquired within 60 days through warrants subject to a 9.99% ownership cap, limiting conversions that would push holdings above that level.
The 9.99% figure is calculated based on 5,026,728 shares outstanding, which comprises 4,577,359 shares outstanding as of July 31, 2026 plus the 449,369 warrant shares. The securities are held by a Cayman Islands fund and certain separately managed accounts over which Ikarian Capital exercises investment discretion, and for which various parties expressly disclaim beneficial ownership beyond what may be deemed under securities laws.
Squadron Master Fund LP and related parties report a minority ownership position in NextCure, Inc. They disclose beneficial ownership of 64,464 shares of NextCure common stock, representing approximately 1.6% of the outstanding class. The reporting persons include Squadron Master Fund LP, Squadron Capital Management, LLC, and individuals Matthew Sesterhenn and William Blank.
The group reports shared voting and dispositive power over all 64,464 shares and no sole voting or dispositive power. The ownership percentage is based on 3,612,096 shares of common stock outstanding as of May 1, 2026, plus 456,855 shares issued upon exercise of pre-funded warrants. The filers state they may be deemed beneficial owners through their investment advisory roles but expressly disclaim beneficial ownership of the securities reported.
Affinity Asset Advisors, LLC and its managing member Michael Cho report beneficial ownership of 274,073 shares of NextCure, Inc. common stock as of June 30, 2026. This includes 232,113 shares issuable upon exercise of warrants, which are subject to a 9.99% Beneficial Ownership Limitation on NextCure’s outstanding shares after warrant exercise.
Based on an aggregate of 4,301,064 shares of common stock (including the warrant shares subject to the limitation), the reporting persons hold approximately 6.4% of the class. They have sole voting and dispositive power over all 274,073 shares and no shared voting or dispositive power.
Adage Capital Management, L.P. and related parties report a significant passive ownership stake in NextCure, Inc. The reporting group, including Adage Capital Management, L.P., Robert Atchinson, and Phillip Gross, reports beneficial ownership of 277,202 shares of NextCure common stock.
This position represents 7.67% of the outstanding common stock, based on 3,612,096 shares outstanding as of May 1, 2026, as referenced from NextCure’s Form 10-Q. The reporting persons have shared voting and dispositive power over all 277,202 shares and no sole voting or dispositive power. The filing is made on a joint basis pursuant to a joint filing agreement.
Simcere Zaiming, Inc., together with related reporting entities, reported the sale of 30,000 shares of NextCure, Inc. common stock on 2026-08-10 at $6.16 per share, held indirectly. After this transaction, 308,636 shares of common stock remained indirectly held. The reporting group states that, as a result of this sale, they ceased to be beneficial owners of more than 10% of NextCure’s common stock and therefore are no longer subject to Section 16 reporting for this issuer. Each reporting person disclaims beneficial ownership beyond their pecuniary interest.
NextCure, Inc. and Avere Therapeutics are pursuing an all-stock reverse merger under a July 14, 2026 Merger Agreement. First, Neptune Merger Sub Corp. will merge into Avere, making Avere a wholly owned subsidiary of NextCure, followed immediately by Avere merging into Neptune Second Merger Sub, LLC, which will remain a wholly owned subsidiary of NextCure. After closing, the combined company is expected to operate as Avere Therapeutics, Inc. and trade on Nasdaq under the ticker “AVRX.”
Avere announced a $500 million private placement from a syndicate of healthcare investors, in addition to a previously announced $320 million concurrent private investment. The combined pre-closing financings are expected to fully fund the operating plan into 2029 and advance lead oral IL‑23 receptor antagonist AVR‑001 through multiple Phase 2b trials and toward Phase 3 in psoriasis.
Post-merger, estimated total common shares (including exercise of pre-funded warrants) are 449,668,672, with legacy NextCure holders projected to own about 1.29% and Avere-related holders the balance. The materials highlight large psoriasis and IBD markets and Phase 1 proof‑of‑concept data for once‑weekly AVR‑001, while emphasizing extensive forward‑looking risks and regulatory, clinical and financing uncertainties.
NextCure, Inc. reported a Q2 2026 net loss of $14.9 million ($2.80 per share), compared with $26.8 million a year earlier, on no product revenue. For the first six months, net loss was $24.7 million. Research and development expenses fell to $7.4 million in the quarter, mainly due to prior-year license fees and lower program spending, while general and administrative expenses declined to $2.6 million.
Cash, cash equivalents and marketable securities totaled $20.1 million as of June 30 2026, which management expects to fund operations into the fourth quarter of 2026. The company states that continuing operating losses and funding needs raise substantial doubt about its ability to continue as a going concern. It recorded a $5.1 million impairment on long‑lived assets and has approved a restructuring expected to cost about $2.4 million, including a substantial workforce reduction. On July 14 2026, NextCure signed a definitive all‑stock merger agreement with Avere Therapeutics, alongside a private financing for Avere expected to generate approximately $320 million in gross proceeds, under which NextCure stockholders would hold a minority stake in the combined company and receive contingent value rights tied to certain legacy assets. The company is stopping new enrollment in SIM0505 trials and ending cost‑sharing on LNCB74, while seeking to partner or monetize these programs.