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NextCure seeks Delaware court validation of its 1-for-12 reverse stock split amid voting standard dispute

NXTCNextCure, Inc.

NextCure filed a petition in the Delaware Court of Chancery seeking judicial validation of its July 2025 reverse stock split. The company implemented a 1-for-12 split to maintain Nasdaq listing compliance, but uncertainty arose after August 2026 amendments to the Delaware General Corporation Law suggested that NextCure's charter supermajority voting standard (66 2/3% of outstanding shares) might have applied instead of the votes-cast standard used. The amendment received 89.92% support from votes cast but only 64.76% of outstanding shares, falling short of the supermajority threshold. NextCure argues it acted in good faith reliance on prior legal interpretations and seeks to validate the split to ensure the validity of its capitalization for a pending business combination with Avere Therapeutics. The court has scheduled a hearing for November 6, 2026. NextCure is a clinical-stage biopharmaceutical company focused on developing innovative cancer treatments.

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