Squadron Master Fund LP and related parties report a significant stake in NextCure, Inc. common stock. They beneficially own 271,127 shares, including 236,966 shares of common stock and 34,161 shares issuable upon exercise of warrants. This position represents approximately 9.99% of NextCure’s common stock, based on 2,679,822 shares outstanding as of October 31, 2025 plus the warrant shares. The securities are held in the ordinary course of business and are not reported as being acquired to change or influence control of NextCure.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
NextCure, Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
65343E207
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
65343E207
1
Names of Reporting Persons
Squadron Master Fund LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
271,127.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
271,127.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
271,127.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
65343E207
1
Names of Reporting Persons
Squadron Capital Management LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
271,127.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
271,127.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
271,127.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
IA, HC
SCHEDULE 13G
CUSIP No.
65343E207
1
Names of Reporting Persons
Matthew Sesterhenn
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
271,127.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
271,127.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
271,127.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
CUSIP No.
65343E207
1
Names of Reporting Persons
William Blank
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
271,127.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
271,127.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
271,127.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
HC, IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
NextCure, Inc.
(b)
Address of issuer's principal executive offices:
9000 VIRGINIA MANOR ROAD, SUITE 200, BELTSVILLE, MARYLAND, 20705.
Item 2.
(a)
Name of person filing:
Squadron Master Fund LP
Squadron Capital Management, LLC
Matthew Sesterhenn
William Blank
(b)
Address or principal business office or, if none, residence:
Squadron Master Fund LP
c/o Squadron Capital Management, LLC
999 Oakmont Plaza Drive, Suite 600
Westmont, IL 60559
Squadron Capital Management, LLC
999 Oakmont Plaza Drive, Suite 600
Westmont, IL 60559
Matthew Sesterhenn
c/o Squadron Capital Management, LLC
999 Oakmont Plaza Drive, Suite 600
Westmont, IL 60559
William Blank
c/o Squadron Capital Management, LLC
999 Oakmont Plaza Drive, Suite 600
Westmont, IL 60559
(c)
Citizenship:
Squadron Master Fund LP - Delaware
Squadron Capital Management, LLC - Delaware
Matthew Sesterhenn - United States
William Blank - United States
(d)
Title of class of securities:
Common Stock, $0.001 par value per share
(e)
CUSIP No.:
65343E207
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
Squadron Capital Management, LLC is an investment adviser that is registered as an Exempt Reporting Adviser with the Securities and Exchange Commission. Squadron Capital Management, LLC, which serves as investment adviser to private funds, including but not limited to Squadron Master Fund LP (collectively, the "Funds"), may be deemed to be the beneficial owner of all shares of Common Stock held by the Funds. Mr. Sesterhenn and Mr. Blank, as Partners of Squadron Capital Management, LLC, with the power to exercise investment and voting discretion, may be deemed to be the beneficial owner of all shares of Common Stock held by the Funds. Pursuant to Rule 13d-4 under the Securities Exchange Act of 1934, as amended, Squadron Capital Management, LLC and Mr. Sesterhenn and Mr. Blank expressly disclaim beneficial ownership over any of the securities reported in this statement, and the filing of this statement shall not be construed as an admission that Squadron Capital Management, LLC or Mr. Sesterhenn and Mr. Blank are the beneficial owner of any of the securities reported herein.
This amount comprises beneficial ownership of 271,127 shares of Common Stock which consists of (i) 236,966 shares of Common Stock and (ii) 34,161 shares issuable upon exercise of warrants held by Squadron Capital Management LLC (the "Warrants").
Squadron Master Fund LP - 271,127 shares
Squadron Capital Management, LLC - 271,127 shares
Matthew Sesterhenn - 271,127 shares
William Blank - 271,127 shares
(b)
Percent of class:
All such shares of Common Stock in the aggregate represent beneficial ownership of approximately 9.99% of the Common Stock based on (i) 2,679,822 shares of Common Stock outstanding as of October 31, 2025 as represented in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission ("SEC") on November 5, 2025, plus (ii) 34,161shares of Common Stock issuable upon the exercise of the Warrants.
Squadron Master Fund LP - 9.99%
Squadron Capital Management, LLC - 9.99%
Matthew Sesterhenn - 9.99%
William Blank - 9.99%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Squadron Master Fund LP - 0
Squadron Capital Management, LLC - 0
Matthew Sesterhenn - 0
William Blank - 0
(ii) Shared power to vote or to direct the vote:
Squadron Master Fund LP - 271,127 shares
Squadron Capital Management, LLC - 271,127 shares
Matthew Sesterhenn - 271,127 shares
William Blank - 271,127 shares
(iii) Sole power to dispose or to direct the disposition of:
Squadron Master Fund LP - 0
Squadron Capital Management, LLC - 0
Matthew Sesterhenn - 0
William Blank - 0
(iv) Shared power to dispose or to direct the disposition of:
Squadron Master Fund LP - 271,127 shares
Squadron Capital Management, LLC - 271,127 shares
Matthew Sesterhenn - 271,127 shares
William Blank - 271,127 shares
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock covered by this Statement.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See Notes above.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Squadron Master Fund LP
Signature:
/s/ Matthew Sesterhenn
Name/Title:
Partner, Squadron Partners LLC, its General Partner
What ownership stake does Squadron hold in NextCure (NXTC)?
Squadron-related entities report beneficial ownership of 271,127 shares of NextCure common stock. This equals approximately 9.99% of the company’s outstanding common stock, based on 2,679,822 shares outstanding as of October 31, 2025, plus shares issuable from warrants.
How is Squadron’s 271,127-share NextCure (NXTC) position composed?
The reported 271,127 shares consist of 236,966 shares of NextCure common stock and 34,161 shares issuable upon exercise of warrants. All of these securities are attributed to funds advised by Squadron Capital Management, LLC and related parties.
Which entities and individuals report ownership in NextCure (NXTC)?
The filing lists Squadron Master Fund LP, Squadron Capital Management, LLC, and individuals Matthew Sesterhenn and William Blank. Each reports beneficial ownership of 271,127 shares, or about 9.99% of NextCure’s common stock, through shared voting and dispositive power.
Does Squadron intend to influence control of NextCure (NXTC)?
The reporting persons state the securities were acquired and are held in the ordinary course of business. They certify the holdings were not acquired and are not held for the purpose of changing or influencing the control of NextCure or in connection with such a transaction.
What voting and dispositive power does Squadron have over NextCure (NXTC) shares?
The reporting persons disclose shared voting power and shared dispositive power over 271,127 shares, with no sole voting or sole dispositive power. This means decisions on voting and sale of these shares are made jointly among the reporting parties and related funds.
Do Squadron and its principals fully accept beneficial ownership of NXTC shares?
The filing states Squadron Capital Management, LLC and its principals may be deemed beneficial owners due to their roles. However, they expressly disclaim beneficial ownership of the securities reported, and the statement is not an admission that they are beneficial owners of these shares.