NextCure seeks Delaware court validation of 2025 reverse split; hearing set for Nov. 6
NextCure filed a petition on September 14, 2026 in the Delaware Court of Chancery asking the court to validate its July 2025 reverse split and the shares issued in reliance on it. The company says a 2026 change to Delaware law creates uncertainty over whether a higher supermajority vote standard should have applied to the 2025 approval, which could affect its pending business combination with Avere Therapeutics and its capitalization. The filing describes the court hearing as the venue where the uncertainty will be addressed.
Key points
- Petition filed September 14, 2026 under Section 205 of the Delaware General Corporation Law; the court ordered notice to stockholders on September 21, 2026.
- The 2025 reverse split amendment received about 89.92% of votes cast and about 64.76% of outstanding shares, short of the 66 2/3% supermajority standard in the charter.
- Hearing set for 3:00 p.m. Eastern Time on November 6, 2026 in Wilmington, Delaware.
- Stockholders wishing to oppose the petition must file a written submission by October 27, 2026, or appear at the hearing.
The filing
Written by AI on Nov 9, 2026, 8:53 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on September 25, 2026.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.