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Ikarian Capital discloses 9.99% NextCure (NXTC) stake including large warrant position

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(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

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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Beneficially owned shares 502,672 shares Common stock of NextCure, Inc. reported by the reporting persons
Ownership percentage 9.99% Percent of NextCure common stock beneficially owned by the reporting persons
Shares issuable via warrants 449,369 shares Common stock that may be acquired within 60 days pursuant to warrants
Total shares used for calculation 5,026,728 shares Shares outstanding used to compute the 9.99% ownership
Shares outstanding as of July 31, 2026 4,577,359 shares NextCure common stock outstanding per Form 10-Q reference
beneficial ownership financial
"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 accounts financial
"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 1940 regulatory
"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.
warrants financial
"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 class financial
"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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates





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




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




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



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.