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NXTC 424B3: Acquisition

NextCure and Avere Therapeutics

Filed with the SEC on · accession 0001104659-26-123934

NXTC filed a 424B3 (prospectus (offering)) with the SEC on Nov 6, 2026. NextCure and Avere Therapeutics entered into a merger agreement whereby Avere will merge into a wholly owned subsidiary of NextCure, with Avere stockholders receiving NextCure common stock at an estimated exchange ratio of approximately 6.9730 shares per Avere share. The stock moved +4.1% by the first close after the filing.

Summary of the filing

NextCure and Avere Therapeutics entered into a merger agreement whereby Avere will merge into a wholly owned subsidiary of NextCure, with Avere stockholders receiving NextCure common stock at an estimated exchange ratio of approximately 6.9730 shares per Avere share. The combined company will be renamed Avere Therapeutics, Inc. and re-domiciled to Texas.

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Key details

Avere equity value ascribed in merger$250.0M
NextCure valuation ascribed in merger$11.0M
Estimated NextCure net cash at closing-$2.7M
AcquirerNextCure, Inc.
TargetAvere Therapeutics, Inc.
Merger subsidiaryNeptune Merger Sub Corp.
Merger subsidiaryNeptune Second Merger Sub, LLC

How NXTC stock reacted

Close before

$5.12

Nov 5, 2026

First close after

+4.10%

$5.33

5 trading days

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Since filing

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Frequently asked questions

What did NXTC file with the SEC on Nov 6, 2026?

NXTC filed a 424B3 (Acquisition). NextCure and Avere Therapeutics entered into a merger agreement whereby Avere will merge into a wholly owned subsidiary of NextCure, with Avere stockholders receiving NextCure common stock at an estimated exchange ratio of approximately 6.9730 shares per Avere share. The combined company will be renamed Avere Therapeutics, Inc. and re-domiciled to Texas.

What does a acquisition mean for NXTC stock?

A contract important enough that investors need to know about it — a big customer contract, a loan, a merger agreement or a partnership.

How do I read a 424B3?

The final terms of an offering of shares or bonds. Look at price, number of shares and the discount to the market price. Large offerings dilute existing shareholders.

Why are SEC filings important?

Public companies must tell the SEC about anything that can change their value — results, leadership changes, big deals, new shares, bankruptcy. Filings are the official source, often before the news. A 424B3 (prospectus (offering)): The final terms of an offering of shares or bonds.

How did NXTC stock react to this filing?

NXTC closed at $5.12 before the filing and $5.33 on Nov 6, 2026 (+4.10%).

Other NXTC SEC filings

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