Document

Filed pursuant to Rule 424(b)(3)

Registration No. 333-221791

PROSPECTUS SUPPLEMENT NO. 4

(To the Prospectus dated February 6, 2018)

39,714,143 Shares of Common Stock

This Prospectus Supplement No. 4 supplements the prospectus dated February 6, 2018 (the “Prospectus”), relating to the offering and resale of up to 39,714,143 shares of common stock of Exicure, Inc. by the selling stockholders identified in the Prospectus. This Prospectus Supplement should be read in conjunction with the Prospectus which is to be delivered with this Prospectus Supplement. Any statement contained in the Prospectus shall be deemed to be modified or superseded to the extent that information in this Supplement modifies or supersedes such statement. Any statement that is modified or superseded shall not be deemed to constitute a part of the Prospectus except as modified or superseded by this Supplement.

This Prospectus Supplement is being filed to update and supplement the information in the Prospectus with the information contained in certain of our Current Reports on Forms 8-K filed with the Securities and Exchange Commission on April 20, 2018, May 30, 2018, and June 20, 2018 (the “Forms 8-K”), all set forth below.

Investing in our common stock involves a high degree of risk. Before making an investment decision, please read “Risk Factors” on page 11 of the Prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this Prospectus Supplement (or the Prospectus including any supplements or amendments thereto) is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this Prospectus Supplement is August 8, 2018.

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): April 16, 2018

____________________

EXICURE, INC.

(Exact name of Registrant as specified in its charter)

____________________



Delaware	000-55764	81-5333008
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

8045 Lamon Avenue

Suite 410

Skokie, IL 60077

(Address of principal executive offices)

Registrant’s telephone number, including area code: (847) 673-1700

____________________

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:


o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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. x

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

On April 20, 2018, Exicure, Inc. (the “Company”) announced that Matthias G. Schroff, Ph.D., 50, was appointed to serve as Chief Operating Officer (“COO”) of the Company, effective April 16, 2018.

Prior to joining the Company, from September 2016 until December 31 2017, Dr. Schroff was the chief executive officer for VAXIMM AG, a Swiss/German biotech company. Prior to that, from January 2008 until December 31, 2015, Dr. Schroff was the chief executive officer of Mologen AG, a publicly traded German biopharmaceutical company.

On January 18, 2018, the Company and Dr. Schroff entered into a letter agreement (the “Offer Letter”) providing for Dr. Schroff’s service. The Offer Letter provides that Dr. Schroff will receive an initial salary of $275,000 (“Base Salary”). The Company may adjust Dr. Schroff’s Base Salary periodically at its discretion according to Dr. Schroff’s performance and the Company’s compensation review. Dr. Schroff is also eligible to receive a maximum annual performance of up to 25% of his Base Salary, which will be prorated in 2018 for the portion of the year in which he is employed. The compensation committee of the board of directors (“Compensation Committee”) will determine Dr. Schroff’s bonus and will be based upon performance goals established by the Compensation Committee. The Offer Letter also provides for Dr. Schroff to receive a stock option, subject to the approval of the Compensation Committee, to purchase up to 345,000 shares of common stock of the Company at an exercise price equal to the fair market value as of the date of the grant. On the one-year anniversary of Dr. Schroff’s employment start date, 25% of the shares subject to the option will vest and 1/48th of the shares subject to the option will vest each month thereafter on the same day as Dr. Schroff’s employment start date, subject to Dr. Schroff’s continued employment with the Company through each vesting date.

Under the Offer Letter, subject to the approval of the Compensation Committee and subject to the Company’s 2017 Equity Incentive Plan, the option will provide for acceleration of vesting of the equity award upon the involuntary termination of Dr. Schroff, other than for cause (as defined in the option award), within the twelve month period following a change in control (as defined under the Company’s 2017 Equity Incentive Plan). The Offer Letter also provides for Dr. Schroff to participate in Company benefit plans. The Offer Letter states that the Company will pay Dr. Schroff up to $50,000 to cover costs associated with relocation expenses.

Dr. Schroff has entered into the Company’s standard form of indemnification agreement which provides, among other things, that the Company will indemnify Dr. Schroff, under the circumstances and to the extent provided for therein, for certain expenses which he may be required to pay in connection with certain claims to which he may be made a party by reason of his position as an officer of the Company, and otherwise to the fullest extent permitted under Delaware law and the Company’s Bylaws. Dr. Schroff does not have any family relationship required to be reported pursuant to Item 401(d) or have or had any related party transaction required to be reported pursuant to Item 404(a) of Regulation S-K.

The foregoing description of the terms of the Offer Letter does not purport to be complete and is qualified in its entirety by reference to the full text of the Offer Letter, a copy of which will be filed as an exhibit to the Company’s Quarterly Report for the fiscal period ended March 31, 2018.

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.



Dated: April 20, 2018	EXICURE, INC.

	By:	/s/ David A. Giljohann
	Name:	David A. Giljohann
	Title:	Chief Executive Officer

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): May 24, 2018

____________________

EXICURE, INC.

(Exact name of Registrant as specified in its charter)

____________________



Delaware	000-55764	81-5333008
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

8045 Lamon Avenue

Suite 410

Skokie, IL 60077

(Address of principal executive offices)

Registrant’s telephone number, including area code: (847) 673-1700

____________________

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:


o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Emerging growth company x

Item 8.01 Other Events.

The common stock of Exicure, Inc. commenced trading on the OTC Market Group’s OTCQB® Market quotation system under the ticker symbol “XCUR” effective at the market open on May 24, 2018.

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.



Dated: May 30, 2018	EXICURE, INC.

	By:	/s/ David A. Giljohann
	Name:	David A. Giljohann
	Title:	Chief Executive Officer

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 19, 2018

____________________

EXICURE, INC.

(Exact name of Registrant as specified in its charter)

____________________



Delaware	000-55764	81-5333008
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

8045 Lamon Avenue

Suite 410

Skokie, IL 60077

(Address of principal executive offices)

Registrant’s telephone number, including area code: (847) 673-1700

____________________

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:


o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Emerging growth company x

Item 5.07 Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Shareholders of Exicure, Inc. (the “Company”) was held on June 19, 2018. Shareholders voted as follows on the matters presented for a vote.


1.	The shareholders elected David A. Giljohann, Ph.D. and David R. Walt, Ph.D. as Class I directors, to hold office until the Company’s annual meeting of stockholders in 2021, by the following votes:



Nominee	For	Withhold For All Nominees	For All Except David A. Giljohann, Ph.D.	For All Except David R. Walt, Ph.D.
David A. Giljohann, Ph.D.	28,628,634	0	0	0
David R. Walt, Ph.D.	28,628,634	0	0	0


2.	The proposal to ratify the selection of KPMG LLP as the Company’s independent registered public accountant for 2018 was approved based upon the following votes:



	For	Against	Abstain
KPMG LLP	28,628,634	0	0

There were no broker non-votes with respect to any of the proposals.

SIGNATURE

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.



Dated: June 20, 2018	EXICURE, INC.

	By:	/s/ David A. Giljohann
	Name:	David A. Giljohann
	Title:	Chief Executive Officer