Stock-Based Compensation

12 Months Ended

Dec. 31, 2025

Stock-Based Compensation

Stock-Based Compensation

13. Stock-Based Compensation

Employee Equity Plans

On May 3, 2019, the Company’s stockholders approved the NextCure, Inc. 2019 Omnibus Incentive Plan (as amended, the “2019 Plan”), which became effective on May 8, 2019, the date on which the Company’s Registration Statement on Form S-1 (Reg. No. 333-230837) was declared effective (the “Effective Date”). The Company’s board of directors (the “Board”) determined not to make additional awards under the 2015 Plan following the effectiveness of the 2019 Plan. The 2019 Plan provides for the grant of awards of stock options, stock appreciation rights, restricted stock, restricted stock units, deferred stock units, unrestricted stock, dividend equivalent rights, other equity-based awards and cash bonus awards to the Company’s officers, employees, non-employee directors and other key persons (including consultants). The number of shares of common stock reserved for issuance under the 2019 Plan is 241,666 plus the number of shares of stock related to awards outstanding under the 2015 Plan that subsequently terminate by expiration or forfeiture, cancellation or otherwise without the issuance of such shares. The number of shares reserved for issuance under the 2019 Plan will automatically increase each January 1^st during the term of the 2019 Plan by 4% of the number of shares of the Company’s common stock outstanding on December 31^st of the preceding calendar year or such lesser number of shares determined by the Board.

As of December 31, 2025, 87,815 shares were reserved for future issuance under the 2019 Plan.

Stock options granted under the 2015 Plan and 2019 Plan (together, the “Plans”) to employees generally vest over four years and expire after 10 years.

A summary of stock option activity for awards under the Plans is presented below:


		Options Outstanding and Exercisable
							Weighted
				Weighted			Average		Aggregate
				Average			Remaining		Intrinsic
		Number of		Exercise			Contractual		Value⁽¹⁾
		Shares		Price			Life (Years)		(in thousands)
Outstanding as of January 1, 2024		567,995		$	105.96		7.3		$	52
Granted		248,609		$	19.80		—			—
Exercised		(1,214)		$	18.60		—			—
Forfeitures		(77,495)		$	41.76		—			—
Outstanding as of December 31, 2024		737,895		$	83.84		7.1		$	22
Granted		120,748		$	9.33		—			—
Exercised		—		$	—		—			—
Forfeitures		(9,677)		$	37.74		—			—
Outstanding as of December 31, 2025		848,966		$	73.76		6.5			—
Exercisable as of December 31, 2025		636,486		$	94.11		5.8		$	55

(1)

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying options and the fair value of the common stock for the options that were in the money at December 31, 2025 and 2024.

The weighted average grant date fair value per share of stock options granted during the years ended December 31, 2025 and 2024 was $7.17 and $14.28, respectively. The aggregate intrinsic value of stock options exercised during the years ended December 31, 2025 and 2024 was $0 and $9,000, respectively.

The aggregate grant date fair value of stock options and restricted stock vested during the year ended December 31, 2025 and 2024 was approximately $4.5 million and $5.1 million, respectively.

On May 3, 2019, the Company’s stockholders approved the NextCure, Inc. 2019 Employee Stock Purchase Plan (the “ESPP”), which became effective on the Effective Date. The ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423(b) of the Internal Revenue Code. A total of 20,000 shares of common stock were reserved for issuance under this plan. In addition, the number of shares of common stock that may be issued under the ESPP will automatically increase each January 1^st until expiration of the ESPP, in an amount equal to the lesser of (i) 1% of the number of shares of the Company’s common stock outstanding on December 31st of the preceding calendar year, (ii) 40,000 shares of common stock and (iii) a number of shares of common stock determined by the administrator of the ESPP. As of December 31, 2025, 27,479 shares of common stock had been issued pursuant to the ESPP and 85,002 shares were reserved for future issuance thereunder.

Stock-Based Compensation

The Company recorded stock-based compensation expense of $3.0 million and $6.3 million during the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025, there was $1.6 million of unrecognized compensation cost related to unvested stock-based compensation arrangements granted under the Plans. This remaining compensation expense is expected to be recognized over a weighted-average period of 2.1 years as of December 31, 2025. Stock-based compensation expense recorded as research and development and general and administrative expenses is as follows:


		December 31,

(in thousands)		2025			2024
Research and development		$	1,345		$	2,756
General and administrative			1,641			3,579
Total stock-based compensation expense		$	2,986		$	6,335

The assumptions used in the Black-Scholes option-pricing model for stock options granted were as follows:


		Year Ended
		December 31,
		2025			2024
Expected term		6.0	years		5.8	years
Expected volatility		90.5	%		83.3	%
Risk free interest rate		4.4	%		3.6 - 4.7	%
Expected dividend yield		—	%		—	%