0001123292-19-000748.txt : 20190513 0001123292-19-000748.hdr.sgml : 20190513 20190513193200 ACCESSION NUMBER: 0001123292-19-000748 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190513 FILED AS OF DATE: 20190513 DATE AS OF CHANGE: 20190513 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ORBIMED ADVISORS LLC CENTRAL INDEX KEY: 0001055951 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38905 FILM NUMBER: 19820096 BUSINESS ADDRESS: STREET 1: 601 LEXINGTON AVENUE STREET 2: 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 739-6400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE STREET 2: 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OrbiMed Capital GP VI LLC CENTRAL INDEX KEY: 0001682115 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38905 FILM NUMBER: 19820097 BUSINESS ADDRESS: STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-739-6400 MAIL ADDRESS: STREET 1: 601 LEXINGTON AVENUE, 54TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NextCure, Inc. CENTRAL INDEX KEY: 0001661059 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 475231247 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9000 VIRGINIA MANOR ROAD, SUITE 200 CITY: BELTSVILLE STATE: MD ZIP: 20705 BUSINESS PHONE: 240-399-4900 MAIL ADDRESS: STREET 1: 9000 VIRGINIA MANOR ROAD, SUITE 200 CITY: BELTSVILLE STATE: MD ZIP: 20705 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2019-05-13 0001661059 NextCure, Inc. NXTC 0001055951 ORBIMED ADVISORS LLC C/O NEXTCURE, INC. 9000 VIRGINIA MANOR ROAD, SUITE 200 BELTSVILLE MD 20705 1 0 1 0 0001682115 OrbiMed Capital GP VI LLC C/O NEXTCURE, INC. 9000 VIRGINIA MANOR ROAD, SUITE 200 BELTSVILLE MD 20705 1 0 1 0 Common Stock 2019-05-13 4 C 0 445866 A 445866 I By OrbiMed Private Investments VI, LP Common Stock 2019-05-13 4 C 0 743110 A 1188976 I By OrbiMed Private Investments VI, LP Common Stock 2019-05-13 4 C 0 729599 A 1918575 I By OrbiMed Private Investments VI, LP Common Stock 2019-05-13 4 C 0 442438 A 2361013 I By OrbiMed Private Investments VI, LP Common Stock 2019-05-13 4 P 0 350000 15.00 A 2711013 I By OrbiMed Private Investments VI, LP Series A-1 Preferred Stock 2019-05-13 4 C 0 3582000 D Common Stock 445866 0 I See footnotes Series A-2 Preferred Stock 2019-05-13 4 C 0 5970000 D Common Stock 743110 0 I See footnotes Series A-3 Preferred Stock 2019-05-13 4 C 0 5861455 D Common Stock 729599 0 I See footnotes Series B-1 Preferred Stock 2019-05-13 4 C 0 3554466 D Common Stock 442438 0 I See footnotes The reported securities automatically converted into shares of Common Stock on a 1-for-8.0338 basis upon the closing of the Issuer's initial public offering and had no expiration date. These securities are held of record by OrbiMed Private Investments VI, LP ("OPI VI"). OrbiMed Capital GP VI LLC ("GP VI") is the sole general partner of OPI VI, and OrbiMed Advisors LLC ("OrbiMed Advisors") may be deemed to have voting and investment power with respect to the shares held by OPI VI and as a result may be deemed to have beneficial ownership of such shares. OrbiMed Advisors exercises investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho and Jonathan T. Silverstein. This report on Form 4 is jointly filed by GP VI and OrbiMed Advisors. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose. The Reporting Persons have designated a representative, currently Chau Q. Khuong ("Khuong"), an employee of OrbiMed advisors, to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons or Khuong is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or any other purpose. /s/ Douglas Coon, Chief Compliance Officer 2019-05-13 /s/ Douglas Coon, Chief Compliance Officer 2019-05-13