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.
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Key Figures
Beneficially owned shares:502,672 sharesOwnership percentage:9.99%Shares issuable via warrants:449,369 shares+2 more
5 metrics
Beneficially owned shares502,672 sharesCommon stock of NextCure, Inc. reported by the reporting persons
Ownership percentage9.99%Percent of NextCure common stock beneficially owned by the reporting persons
Shares issuable via warrants449,369 sharesCommon stock that may be acquired within 60 days pursuant to warrants
Total shares used for calculation5,026,728 sharesShares outstanding used to compute the 9.99% ownership
Shares outstanding as of July 31, 20264,577,359 sharesNextCure common stock outstanding per Form 10-Q reference
Key Terms
beneficial ownership, separately managed accounts, Investment Advisers Act of 1940, warrants, +1 more
5 terms
beneficial ownershipfinancial
"may be deemed to have beneficial ownership of the securities covered"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
separately managed accountsfinancial
"the Fund, and certain separately managed accounts managed by Ikarian Capital"
A separately managed account is an investment portfolio owned by a single investor but professionally managed to that investor’s specific goals and preferences, rather than pooled with other clients’ money. It matters to investors because it offers greater customization, tax control and transparency—like hiring a personal chef instead of eating from a shared buffet—though it often requires higher minimums and can have different fee and liquidity implications.
Investment Advisers Act of 1940regulatory
"Ikarian Capital is an investment adviser registered under the Investment Advisers Act of 1940"
A U.S. federal law that sets rules for people and firms who give investment advice, requiring them to register with regulators, be honest about conflicts, keep records, and follow basic standards of care. It matters to investors because those rules act like licensing and consumer protections — similar to having safety standards for a mechanic — helping ensure advisers act in clients’ financial interests and reducing the risk of fraud or misuse of funds.
warrantsfinancial
"shares of Common Stock that may be acquired within 60 days pursuant to warrants"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
percent of classfinancial
"Percent of class: See Item 11 on the cover page(s) hereto"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
FAQ
What percentage of NextCure, Inc. (NXTC) does Ikarian Capital report owning?
Ikarian Capital and Neil Shahrestani report beneficial ownership of 9.99% of NextCure’s common stock, representing 502,672 shares. This percentage is calculated using a base of 5,026,728 shares outstanding, including warrant shares they may acquire.
How many NextCure (NXTC) shares reported by Ikarian Capital are tied to warrants?
Of the 502,672 beneficially owned shares, 449,369 shares may be acquired within 60 days via warrants. These warrants are subject to restrictions preventing exercises that would raise the holders’ ownership above 9.99% of NextCure’s outstanding common stock.
What share count did Ikarian Capital use to calculate its 9.99% stake in NXTC?
The reported 9.99% stake is based on 5,026,728 shares of NextCure common stock outstanding. This total includes 4,577,359 shares outstanding as of July 31, 2026 plus 449,369 shares issuable upon exercise of warrants held by the reporting persons.
Who actually holds the NextCure (NXTC) shares reported by Ikarian Capital?
The 502,672 shares of NextCure common stock are held by Ikarian Healthcare Master Fund, L.P. and certain separately managed accounts. Ikarian Capital manages these vehicles and may be deemed a beneficial owner through investment discretion, while various parties disclaim ultimate beneficial ownership.
What ownership limitations apply to Ikarian Capital’s NextCure (NXTC) warrants?
The warrants for 449,369 shares of NextCure common stock include a restriction that they cannot be exercised if, after conversion, the reporting persons’ beneficial ownership would exceed 9.99% of NextCure’s outstanding common stock, effectively capping their exercisable position.
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)
06/30/2026
(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)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
65343E207
1
Names of Reporting Persons
Ikarian Capital, 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
502,672.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
502,672.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
502,672.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: (1) The figures in Items 6, 8, 9, and 11 represent common stock, $0.001 par value per share ("Common Stock") of NextCure, Inc. (the "Issuer") held by Ikarian Healthcare Master Fund, L.P., a Cayman Islands exempted limited partnership (the "Fund"), and certain separately managed accounts. See Item 2 for more information.
(2) The figures in Items 6, 8, 9, and 11 include 449,369 shares of Common Stock of the Issuer that may be acquired by the Reporting Persons within 60 days pursuant to warrants held by the Reporting Persons, the exercise of which are subject to certain restrictions on the ability of the Reporting Persons to convert such warrants if, upon such conversion, the number of shares of Common Stock of the Issuer then beneficially owned by the Reporting Persons would exceed 9.99% of the outstanding shares of Common Stock of the Issuer.
(3) The figure in Item 11 is based upon 5,026,728 shares of Common Stock of the Issuer outstanding, which includes the 449,369 shares of Common Stock of the Issuer that may be acquired by the Reporting Persons pursuant to warrants and the 4,577,359 shares of Common Stock of the Issuer outstanding as of July 31, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended June 30, 2026, filed with the U.S. Securities and Exchange Commission (the "SEC") on August 6, 2026.
SCHEDULE 13G
CUSIP Number(s):
65343E207
1
Names of Reporting Persons
Neil Shahrestani
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
502,672.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
502,672.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
502,672.00
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)
9.99 %
12
Type of Reporting Person (See Instructions)
IN, HC
Comment for Type of Reporting Person: (1) The figures in Items 6, 8, 9, and 11 represent Common Stock of the Issuer held by the Fund and certain separately managed accounts. See Item 2 for more information.
(2) The figures in Items 6, 8, 9, and 11 include 449,369 shares of Common Stock of the Issuer that may be acquired by the Reporting Persons within 60 days pursuant to warrants held by the Reporting Persons, the exercise of which are subject to certain restrictions on the ability of the Reporting Persons to convert such warrants if, upon such conversion, the number of shares of Common Stock of the Issuer then beneficially owned by the Reporting Persons would exceed 9.99% of the outstanding shares of Common Stock.
(3) The figure in Item 11 is based upon 5,026,728 shares of Common Stock of the Issuer outstanding, which includes the 449,369 shares of Common Stock of the Issuer that may be acquired by the Reporting Persons pursuant to warrants and the 4,577,359 shares of Common Stock of the Issuer outstanding as of July 31, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended June 30, 2026, filed with the SEC on August 6, 2026.
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, MD 20705
Item 2.
(a)
Name of person filing:
This statement is filed jointly by and on behalf of each of Ikarian Capital, LLC, a Delaware limited liability company ("Ikarian Capital"), and Neil Shahrestani (together referred herein as the "Reporting Persons"). The Fund, and certain separately managed accounts managed by Ikarian Capital (collectively, the "Managed Accounts"), are the record owners of the securities covered by this statement. Ikarian Capital is an investment adviser registered under the Investment Advisers Act of 1940, as amended, and serves as investment manager to the Fund and as sub-adviser to the Managed Accounts, and may be deemed to have beneficial ownership of the securities covered by this statement through the investment discretion it has over the Fund and the Managed Accounts. Ikarian Capital is ultimately controlled, indirectly, by Mr. Shahrestani. Accordingly, Mr. Shahrestani may be deemed to indirectly beneficially own securities beneficially owned by Ikarian Capital. The Fund disclaims beneficial ownership of the shares held by the Managed Accounts. The Managed Accounts disclaim beneficial ownership of the shares held by the Fund.
Each Reporting Person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this statement.
Each Reporting Person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for the purpose of Section 13(d) or 13(g) of the Act. Each of the Reporting Persons declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purpose of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the issuer or otherwise with respect to the issuer or any securities of the issuer or (ii) a member of any group with respect to the issuer or any securities of the issuer.
(b)
Address or principal business office or, if none, residence:
The address of the principal business office of each of the Reporting Persons is c/o Ikarian Capital, LLC, 100 Crescent Court, Suite 1620, Dallas, Texas 75201.
(c)
Citizenship:
See Item 4 on the cover page(s) hereto
(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:
See Item 9 on the cover pages(s) hereto.
(b)
Percent of class:
See Item 11 on the cover page(s) hereto.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Item 5 on the cover page(s) hereto.
(ii) Shared power to vote or to direct the vote:
See Item 6 on the cover page(s) hereto.
(iii) Sole power to dispose or to direct the disposition of:
See Item 7 on the cover page(s) hereto.
(iv) Shared power to dispose or to direct the disposition of:
See Item 8 on the cover page(s) hereto.
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 information set forth in Item 2(a) is incorporated by reference herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
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.
Ikarian Capital, LLC
Signature:
/s/ Neil Shahrestani
Name/Title:
Neil Shahrestani, Sole Manager
Date:
08/14/2026
Neil Shahrestani
Signature:
/s/ Neil Shahrestani
Name/Title:
Neil Shahrestani
Date:
08/14/2026
Exhibit Information
A Joint Filing Agreement is incorporated herein by reference to Exhibit 99.1 to the Schedule 13G filed on February 17, 2026 by the Reporting Persons with the SEC.