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. reported second quarter 2026 results and provided a business update. For the three months ended June 30, 2026, research and development expense was $7,425 thousand versus $24,091 thousand a year earlier, general and administrative expense was $2,592 thousand versus $3,201 thousand, and the company recorded an asset impairment charge of $5,077 thousand. Net loss for the quarter was $14,892 thousand compared with $26,808 thousand in the prior-year period, or $2.80 per basic and diluted share versus $11.29, on weighted-average shares of 5,309,724 versus 2,374,729.
As of June 30, 2026, cash, cash equivalents and marketable securities totaled $20,088 thousand, down from $41,818 thousand at December 31, 2025, with total stockholders’ equity of $12,149 thousand. The company highlighted its all-stock merger agreement with Avere Therapeutics and Avere’s concurrent private financing expected to generate approximately $320 million in gross proceeds immediately prior to closing, subject to customary closing conditions. After completion, the combined company is expected to operate as Avere Therapeutics, trade on Nasdaq under the ticker AVRX, and NextCure stockholders are expected to retain an ownership interest and receive contingent value rights linked to specified legacy NextCure assets.
NextCure also outlined pipeline changes. For SIM0505, an ADC targeting CDH6, U.S. trial sites have been instructed to stop enrolling new patients while the company evaluates options to preserve asset value. For LNCB74, an ADC directed to B7-H4, partner LigaChem has elected to continue development as sole developing party under a Transition and Continuation Agreement, with NextCure remaining eligible for potential milestone and royalty payments.
NextCure, Inc. describes a proposed two-step merger with Avere Therapeutics, Inc. under a July 14, 2026 Agreement and Plan of Merger and Reorganization. First, Neptune Merger Sub Corp. will merge into Avere, making Avere a wholly owned subsidiary; immediately afterward, Avere will merge into Neptune Second Merger Sub, LLC, which will remain a wholly owned subsidiary of NextCure.
The communication is largely a cautionary forward-looking statements notice outlining extensive risks that could affect completion, timing, approvals, financing, benefits, operations, and regulatory outcomes of the combined company. NextCure plans to file a Form S-4 registration statement containing a proxy statement/prospectus with the SEC and urges investors and stockholders to read it and related documents in full when available.
Private investment funds managed by ADAR1 Capital Management, LLC, which may be deemed associated with Daniel Schneeberger, purchased a total of 329,153 shares of NextCure common stock on July 30–31, 2026 in multiple transactions at weighted-average prices generally between $4.7563 and $5.0000, reported as indirect holdings with beneficial ownership disclaimed except for any pecuniary interest.
NextCure, Inc. had open-market purchases of its common stock reported by 10% owners ADAR1 Capital Management, LLC and Daniel Schneeberger. Private investment funds managed by ADAR1 bought 17,608 shares between July 27 and July 29, 2026, at prices around $4.90–$5.00 per share. The securities are owned directly by those funds and may be deemed indirectly beneficially owned by ADAR1 and Schneeberger, who each disclaim beneficial ownership except to the extent of any pecuniary interest.
NextCure, Inc. insider ownership is reported by private investment funds managed by ADAR1 Capital Management, LLC and by Daniel Schneeberger, who together indirectly hold 375,658 shares of NextCure common stock.
The shares are held by the funds, and each reporting person disclaims beneficial ownership beyond his or its pecuniary interest for Section 16 purposes.
NextCure, Inc. describes a proposed two-step merger with Avere Therapeutics, Inc. under an Agreement and Plan of Merger and Reorganization dated July 14, 2026. In the first step, Neptune Merger Sub Corp. will merge into Avere, which will become a wholly owned subsidiary of NextCure. Immediately afterward, Avere will merge into Neptune Second Merger Sub, LLC, which will remain a wholly owned subsidiary of NextCure.
The communication emphasizes that many statements are forward-looking and subject to substantial risks, including failure to obtain NextCure stockholder approval, completion of a related financing, maintenance of Nasdaq listing, regulatory and governmental approvals, potential termination of the merger, funding and development challenges, intellectual property protection, competition, costs, and broader political and economic factors. It states that this is not an offer or solicitation for any securities and that NextCure intends to file a registration statement on Form S-4 containing a proxy statement/prospectus, which investors are urged to read in full when available through the SEC and the company’s websites before making any voting or investment decisions.
NextCure, Inc. entered into a Merger Agreement with Avere Therapeutics under which Avere will merge into NextCure subsidiaries in a two-step transaction intended to qualify as a tax-free reorganization. Based on the agreed Exchange Ratio and the planned financing, pre‑Merger Avere stockholders (including PIPE investors) are expected to own approximately 98.11% of the combined company, while pre‑Merger NextCure stockholders are expected to own about 1.89%, assuming no adjustment for Parent Net Cash.
NextCure will seek stockholder approval to issue merger and financing shares, effect a reverse stock split if needed, increase authorized common stock, redomicile, and change its name to Avere Therapeutics, Inc. A concurrent Private Placement provides for the sale of Avere securities and pre‑funded warrants for about $320 million, conditioned on closing of the Merger and other approvals. Pre‑Merger NextCure stockholders will receive contingent value rights entitling them to 90% of any gross proceeds from specified legacy-asset transactions during the CVR term, after permitted deductions.
NextCure approved a restructuring and workforce reduction expected to affect a substantial majority of its employees and to result in about $1.9 million in one‑time charges in the third quarter of 2026. The company is halting expansion and winding down its SIM0505 ADC study outside China and has opted out of further cost sharing on the LNCB74 ADC program, while counterparties consider next steps.
NextCure, Inc. agreed to an all‑stock merger with privately held Avere Therapeutics using a two‑step subsidiary structure intended to qualify as a tax‑free reorganization. Avere shareholders and PIPE investors will receive NextCure common stock or pre‑funded warrants, subject to per‑holder beneficial ownership caps up to 19.99%.
Concurrently, institutional investors committed approximately $320 million in a private placement into Avere, conditioned on closing and at least $150,000,000 of proceeds being available to Avere at merger close. The combined company will be renamed Avere Therapeutics, is expected to trade on Nasdaq under a new ticker, and will be led by Avere’s existing management and board.
Existing NextCure stockholders will receive contingent value rights giving them 90% of gross proceeds, if any, from monetizing specified legacy assets during the CVR term. NextCure approved a restructuring that will reduce a substantial majority of its workforce and trigger about $1.9 million of charges. The company is halting further SIM0505 enrollment outside China and has opted out of cost‑sharing on LNCB74, while exploring potential partnering or sale of these programs.
NextCure, Inc. reported the results of its 2026 Annual Meeting of Stockholders and the approval of changes to its equity incentive plan. Stockholders approved an amendment and restatement of the 2019 Omnibus Incentive Plan, increasing the maximum shares of common stock authorized for issuance under the plan by 80,000 shares and updating the evergreen provision to be based on fully diluted outstanding shares, including prefunded warrants.
Two Class I directors, Anne Borgman, M.D., and John G. Houston, Ph.D., were elected to three-year terms. Stockholders also ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026 and approved, on an advisory basis, the compensation of the company’s named executive officers.
NextCure, Inc. director Elaine V. Jones reported receiving a stock option grant as compensation. She was awarded options to acquire 2,340 shares of common stock at an exercise price of $2.02 per share, expiring on June 17, 2036.
According to the filing, this option vests in full on the earlier of June 18, 2027 or the date of NextCure’s 2027 annual meeting of stockholders. This is an acquisition of derivative securities by a director, not an open‑market purchase or sale of common shares.