Hogan Lovells US LLP

Harbor East

100 International Drive

Suite 2000

Baltimore, MD 21202

T +1 410 659 2700

F +1 410 659 2701

www.hoganlovells.com

April 1, 2019

BY COURIER AND EDGAR

Office of Healthcare and Insurance

Division of Corporation Finance
Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re: NextCure, Inc.

Draft Registration Statement on Form S-1

Submitted January 30, 2019, as amended March 5, 2019

CIK No. 0001661059

Ladies and Gentlemen:

On behalf of NextCure, Inc. (the “Company”), this letter is in response to your letter dated March 13, 2019 (the “Comment Letter”), to Michael Richman, relating to the Company’s confidential draft registration statement on Form S-1 (the “Draft Registration Statement”) submitted to the Securities and Exchange Commission (the “Commission”) on January 30, 2019, as amended on March 5, 2019 (“Amendment #1”). The Company is concurrently submitting Amendment #2 to the Draft Registration Statement (“Amendment #2”) on EDGAR. For the convenience of the Staff, we are supplementally providing a copy of Amendment #2 marked to show changes from Amendment #1.

For ease of reference, each of the Staff’s comments is set forth in italic type immediately before the corresponding response submitted on behalf of the Company, and the numbering below corresponds to the numbering in the Comment Letter.

Overview, page 1

1. We note your response to comment 1. We note in particular from your response that you are defining “first-in-class” in a temporal sense, as the first one of its kind, and not as an adjective describing the quality of a product candidate or immunomedicine. If you wish to continue to use the “first-in-class” description in this way, then to avoid investor confusion as to the meaning of the phrase, please clearly disclose how you are defining the phrase.

In response to the Staff’s comment, the Company has revised its disclosure on pages 1, 72 and 83 of Amendment #2.

Hogan Lovells US LLP is a limited liability partnership registered in the District of Columbia. “Hogan Lovells” is an international legal practice that includes Hogan Lovells US LLP and Hogan Lovells International LLP, with offices in: Alicante Amsterdam Baltimore Beijing Birmingham Boston Brussels Colorado Springs Denver Dubai Dusseldorf Frankfurt Hamburg Hanoi Ho Chi Minh City Hong Kong Houston Johannesburg London Los Angeles Luxembourg Madrid Mexico City Miami Milan Minneapolis Monterrey Moscow Munich New York Northern Virginia Paris Perth Philadelphia Rio de Janeiro Rome San Francisco São Paulo Shanghai Silicon Valley Singapore Sydney Tokyo Warsaw Washington DC Associated offices: Budapest Jakarta Shanghai FTZ Ulaanbaatar Zagreb. Business Service Centers: Johannesburg Louisville. For more information see www.hoganlovells.com

Research and Development Collaboration with Lilly, page 103

2. We note your response to comment 9. Please provide an aggregate value, or narrow range of values, for each of the research and development support payments, the option exercise payments, and the milestone payments. In this regard, we note that proceeds from the Lilly Agreement have played an important role in financing your operations and, particularly with respect to the research and development support payments, appear likely to continue to be an important source of funding for your operations. Aggregating these payments does not facilitate an investor’s understanding of the relative magnitude and probability of receipt of each payment stream.

In response to the Staff’s comment, the Company has revised its disclosure on page 104 of Amendment #2.

Choice of Forum, page 155

3. We note that your forum selection provision identifies the Court of Chancery of the State of Delaware or, if subject matter jurisdiction of such action is vested exclusively in the federal courts, the United States District Court for the District of Delaware, as the exclusive forum for certain litigation, including any “derivative action.” Please disclose whether this provision applies to actions arising under the Securities Act or Exchange Act. If the provision applies to Securities Act claims, please also state that stockholders will not be deemed to have waived the company’s compliance with the federal securities laws and the rules and regulations thereunder. In that regard, we note that Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. If this provision does not apply to actions arising under the Securities Act or Exchange Act, please also ensure that the exclusive forum provision in the governing documents states this clearly.

In response to the Staff’s comment, the Company has revised its disclosure on pages 62, 152 and 156 of Amendment #2.

* * *

The Company respectfully requests the Staff’s assistance in completing the review of the Draft Registration Statement as soon as possible. Please advise us if we can provide any further information or assistance to facilitate your review. If the Staff should have any questions, or would like further information, concerning any of the responses above, please do not hesitate to contact the undersigned at (410) 659-2778 or J. Nicholas Hoover at (410) 659-2790. We thank you in advance for your attention to the above.

		Sincerely,

		/s/ William I. Intner

		William I. Intner

cc:	Michael Richman, CEO, NextCure, Inc.
	Steven P. Cobourn, CFO, NextCure, Inc.
	Asher M. Rubin, Hogan Lovells US LLP
	J. Nicholas Hoover, Hogan Lovells US LLP
	Divakar Gupta, Cooley LLP
	Brent B. Siler, Cooley LLP
	Joshua A. Kaufman, Cooley LLP
	Madison A. Jones, Cooley LLP
	Rene Salas, Ernst & Young LLP