NextCure, Inc. — Director's Dealing 2019

May 14, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NextCure, Inc. (NXTC)
CIK: 0001661059
Period of Report: 2019-05-13

Reporting Person: ORBIMED ADVISORS LLC (Director, 10% Owner)
Reporting Person: OrbiMed Capital GP VI LLC (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-13	Common Stock	C	445866	—	Acquired	445866	Indirect
2019-05-13	Common Stock	C	743110	—	Acquired	1188976	Indirect
2019-05-13	Common Stock	C	729599	—	Acquired	1918575	Indirect
2019-05-13	Common Stock	C	442438	—	Acquired	2361013	Indirect
2019-05-13	Common Stock	P	350000	$15.00	Acquired	2711013	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-13	Series A-1 Preferred Stock	$	C	3582000	Disposed		Common Stock (445866)	Indirect
2019-05-13	Series A-2 Preferred Stock	$	C	5970000	Disposed		Common Stock (743110)	Indirect
2019-05-13	Series A-3 Preferred Stock	$	C	5861455	Disposed		Common Stock (729599)	Indirect
2019-05-13	Series B-1 Preferred Stock	$	C	3554466	Disposed		Common Stock (442438)	Indirect

Footnotes

F1: 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.

F2: 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.

F3: 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.