Timothy Mayer Form 3 NextCure / Timothy Mayer ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Mayer Timothy

(Last) (First) (Middle)

C/O NEXTCURE, INC.

9000 VIRGINIA MANOR ROAD, SUITE 200

(Street)

BELTSVILLE MD 20705

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/08/2019

3. Issuer Name and Ticker or Trading Symbol
NextCure, Inc. [ NXTC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, Corporate Development

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	(1)	09/01/2026	Common Stock	43,565	0.48	D
Employee Stock Option (Right to Buy)	(2)	03/15/2027	Common Stock	31,118	1.21	D
Employee Stock Option (Right to Buy)	(3)	08/27/2028	Common Stock	24,894	1.77	D
Employee Stock Option (Right to Buy)	(4)	12/21/2028	Common Stock	78,418	7.63	D

Explanation of Responses:

1. One fourth of the option vested on September 1, 2017. The remainder vests in 36 monthly installments beginning on October 1, 2017.

2. One fourth of the option vested on March 15, 2018. The remainder vests in 36 monthly installments beginning on April 15, 2018.

3. One fourth of the option vested on March 15, 2019. The remainder vests in 36 monthly installments beginning on April 15, 2019.

4. One fourth of the option vests on December 21, 2019. The remainder vests in 36 monthly installments beginning on January 21, 2019.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Steven P. Cobourn, as attorney-in-fact for Timothy Mayer	05/08/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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