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Filing Details

Accession Number:: 0000899243-17-022831
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-09-28 21:42:05
Reporting Period:: 2017-09-26

Accepted Time:: 2017-09-28 21:42:05
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1698530	Max-1 Acquisition Corp	XCUR	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1697932	A David Giljohann	C/O Exicure, Inc. 8045 Lamon Avenue, Suite 410 Skokie IL 60077	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2017-09-26	16,666	$3.00	16,666	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (right to buy)	Acquisiton	2017-09-26	24,824	$0.00	24,824	$0.65
Common Stock	Employee Stock Option (right to buy)	Acquisiton	2017-09-26	24,824	$0.00	24,824	$0.65
Common Stock	Employee Stock Option (right to buy)	Acquisiton	2017-09-26	248,372	$0.00	248,372	$0.65
Common Stock	Employee Stock Option (right to buy)	Acquisiton	2017-09-26	347,543	$0.00	347,543	$1.03
Common Stock	Employee Stock Option (right to buy)	Acquisiton	2017-09-26	709,145	$0.00	709,145	$1.98
Common Stock	Employee Stock Option (right to buy)	Acquisiton	2017-09-26	496,489	$0.00	496,489	$4.21

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
24,824	2016-11-20	2022-11-20	No	4	A	Direct
24,824	2016-12-31	2022-12-31	No	4	A	Direct
248,372		2024-01-29	No	4	A	Direct
347,543		2025-04-28	No	4	A	Direct
709,145		2025-11-24	No	4	A	Direct
496,489		2027-01-04	No	4	A	Direct

Footnotes

Pursuant to that certain Agreement and Plan of Merger and Reorganization (the "Merger Agreement"), dated as of September 26, 2017, by and among the Issuer then known as Max-1 Acquisition Corporation, Max-1 Acquisition Sub, Inc. and the corporation then known as Exicure, Inc. ("Exicure OpCo"), each outstanding share of Exicure OpCo capital stock (other than shares of Series C Preferred Stock of Exicure OpCo) was converted into 0.49649 shares of the Issuer's common stock (the "Conversion Ratio") and each outstanding share of Series C Preferred Stock of Exicure OpCo was converted into 0.7666652 shares of the Issuer's common stock (the "Series C Conversion Ratio").
Each option to purchase shares of Exicure OpCo outstanding and unexercised was assumed by the Issuer pursuant to the Merger Agreement and was converted into an option, subject to vesting, to purchase shares of common stock of the Issuer, with the number of shares of the Issuer's common stock underlying such option and the exercises price for such option adjusted to reflect the Conversion Ratio.
This option vested 25% on January 29, 2015, and the remaining 75% vests in 36 substantially equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions
This option vests in 48 substantially equal monthly installments from February 20, 2015, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions
This option vests in 48 substantially equal monthly installments from November 24, 2015, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions
This option vests in 48 substantially equal monthly installments from December 15, 2016, subject to the Reporting Person's continued service with the Issuer and certain change of control provisions