EXICURE, INC. — Director's Dealing 2017

Sep 29, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Max-1 Acquisition Corp (XCUR)
CIK: 0001698530
Period of Report: 2017-09-26

Reporting Person: SNYDER DAVID S (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-09-26	Employee Stock Option (right to buy)	$0.65	A	374133	Acquired	2024-10-02	Common Stock (374133)	Direct
2017-09-26	Employee Stock Option (right to buy)	$1.03	A	19859	Acquired	2025-04-28	Common Stock (19859)	Direct
2017-09-26	Employee Stock Option (right to buy)	$4.21	A	12412	Acquired	2027-01-04	Common Stock (12412)	Direct

Footnotes

F1: Pursuant to that certain Agreement and Plan of Merger and Reorganization (the "Merger Agreement"), dated as of September 26, 2017, by and among the Issuer then known as Max-1 Acquisition Corporation, Max-1 Acquisition Sub, Inc. and the corporation then known as Exicure, Inc. ("Exicure OpCo"), each outstanding share of Exicure OpCo capital stock (other than shares of Series C Preferred Stock of Exicure OpCo) was converted into 0.49649 shares of the Issuer's common stock (the "Conversion Ratio") and each outstanding share of Series C Preferred Stock of Exicure OpCo was converted into 0.7666652 shares of the Issuer's common stock (the "Series C Conversion Ratio").

F2: Each option to purchase shares of Exicure OpCo outstanding and unexercised was assumed by the Issuer pursuant to the Merger Agreement and was converted into an option, subject to vesting, to purchase shares of common stock of the Issuer, with the number of shares of the Issuer's common stock underlying such option and the exercises price for such option adjusted to reflect the Conversion Ratio.

F3: This option vested 25% on July 11, 2015, and the remaining 75% vests in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions.

F4: This option vests in 48 substantially equal monthly installments from February 20, 2015, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions.

F5: This option vests in 48 substantially equal monthly installments from December 15, 2016, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions.