SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Sofinnova Venture Partners IX, L.P.

(Last) (First) (Middle)
C/O SOFINNOVA INVESTMENTS, INC.
3000 SAND HILL ROAD, 4-250

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/08/2019
3. Issuer Name and Ticker or Trading Symbol
NextCure, Inc. [ NXTC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A-1 Preferred Stock (1) (1) Common Stock 278,759 (1) D(2)
Series A-2 Preferred Stock (1) (1) Common Stock 464,599 (1) D(2)
Series A-3 Preferred Stock (1) (1) Common Stock 908,785 (1) D(2)
Series B-1 Preferred Stock (1) (1) Common Stock 469,713 (1) D(2)
1. Name and Address of Reporting Person*
Sofinnova Venture Partners IX, L.P.

(Last) (First) (Middle)
C/O SOFINNOVA INVESTMENTS, INC.
3000 SAND HILL ROAD, 4-250

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Sofinnova Management IX, L.L.C.

(Last) (First) (Middle)
C/O SOFINNOVA INVESTMENTS, INC.
3000 SAND HILL ROAD, 4-250

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
1. Name and Address of Reporting Person*
HEALY JAMES

(Last) (First) (Middle)
C/O SOFINNOVA INVESTMENTS, INC.
3000 SAND HILL ROAD, 4-250

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
1. Name and Address of Reporting Person*
POWELL MICHAEL

(Last) (First) (Middle)
C/O SOFINNOVA INVESTMENTS, INC.
3000 SAND HILL ROAD, 4-250

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Mehra Anand

(Last) (First) (Middle)
C/O SOFINNOVA INVESTMENTS, INC.
3000 SAND HILL ROAD, 4-250

(Street)
MENLO PARK CA 94025

(City) (State) (Zip)
Explanation of Responses:
1. The reported securities are convertible into shares of Common Stock on a 1-for-8.0338 basis at the holder's election, will automatically convert into shares of Common Stock upon the closing of the Issuer's initial public offering, and have no expiration date.
2. The shares are held directly by Sofinnova Venture Partners IX, L.P. ("SVP IX"). Sofinnova Management IX, L.L.C. ("SM IX") is the general partner of SVP IX and may be deemed to have sole voting, investment and dispositive power with respect to the shares held by SVP IX. Dr. James I. Healy, Michael F. Powell, Ph.D., and Dr. Anand Mehra are the managing members of SM IX and may be deemed to have shared voting, investment and dispositive power with respect to the shares held by SVP IX. Each of the reporting persons disclaims beneficial ownership of such securities, except to the extent of his, her or its proportionate pecuniary interest therein.
/s/ Nathalie Auber, as attorney-in-fact for Sofinnova Venture Partners IX, L.P. 05/08/2019
/s/ Nathalie Auber, as attorney-in-fact for Sofinnova Management IX, L.L.C. 05/08/2019
/s/ Nathalie Auber, as attorney-in-fact for James I. Healy 05/08/2019
/s/ Nathalie Auber, as attorney-in-fact for Michael F. Powell 05/08/2019
/s/ Nathalie Auber, as attorney-in-fact for Anand Mehra 05/08/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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