UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 24, 2021
NextCure, Inc.
(Exact name of registrant as specified in charter)
| Delaware | 001-38905 | 47-5231247 | ||
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
| 9000 Virginia Manor Road, Suite 200 | ||
| Beltsville, Maryland | 20705 | |
| (Address of principal executive offices) | (Zip Code) |
(240) 399-4900
Registrant’s telephone number, including area code
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.001 par value per share | NXTC | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 24, 2021, NextCure, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”). Set forth below are the matters voted upon at the Annual Meeting and the final voting results for each matter as certified by the inspector of election.
Proposal No. 1: Election of Class II Directors
The Company’s stockholders elected Ellen v. Jones, Ph.D., and Chau Q. Khuong as Class II members of the Company’s Board of Directors (the “Board”), each to serve a three-year term expiring at the Company’s 2024 Annual Meeting of Stockholders, or until such director's earlier death, resignation, or removal from the Board. The results of the votes were as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||
| Elaine V. Jones, Ph.D. | 15,606,215 | 2,167,379 | 13,993 | 4,303,808 | ||||||||||||
| Chau Q. Khuong | 16,317,616 | 1,456,078 | 13,893 | 4,303,808 | ||||||||||||
Proposal No. 2: Ratification of Appointment of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. The results of the vote were as follows:
| For | Against | Abstain | Broker Non-Votes | ||||||||||
| 21,953,903 | 11,361 | 126,131 | – | ||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NEXTCURE, INC. | |
| Date: June 25, 2021 | |
| /s/ Steven P. Cobourn | |
| Steven P. Cobourn | |
| Chief Financial Officer |