Sec Form 4 Filing - Langren Carl W. @ NEWLINK GENETICS CORP - 2019-07-31

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Langren Carl W. 2. Issuer Name and Ticker or Trading Symbol NEWLINK GENETICS CORP [ (NLNK)] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) C/O NEWLINK GENETICS CORPORATION, 2503 SOUTH LOOP DR., SUITE 5100 3. Date of Earliest Transaction (MM/DD/YY) 07/31/2019 (Street) AMES, IA50010 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (Right to Buy) $ 3.07 07/31/2019 D 2,380 03/03/2011 03/02/2020 Common Stock 2,380 ( 1 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 1,190 ( 2 ) 07/31/2026 Common Stock 1,190 ( 1 ) 1,190 D Stock Option (Right to Buy) $ 7 07/31/2019 D 16,666 04/14/2012 04/13/2021 Common Stock 16,666 ( 1 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 8,333 ( 2 ) 07/31/2026 Common Stock 8,333 ( 1 ) 8,333 D Stock Option (Right to Buy) $ 7 07/31/2019 D 23,809 10/19/2012 10/18/2021 Common Stock 23,809 ( 1 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 9,038 ( 2 ) 07/31/2026 Common Stock 9,038 ( 1 ) 9,038 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 2,867 ( 2 ) 07/31/2026 Common Stock 2,867 ( 1 ) 2,867 D Stock Option (Right to Buy) $ 6.87 07/31/2019 D 15,000 01/19/2013 01/18/2022 Common Stock 15,000 ( 1 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 5,472 ( 2 ) 07/31/2026 Common Stock 5,472 ( 1 ) 5,472 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 2,028 ( 2 ) 07/31/2026 Common Stock 2,028 ( 1 ) 2,028 D Stock Option (Right to Buy) $ 11.79 07/31/2019 D 20,000 01/14/2014 01/13/2023 Common Stock 20,000 ( 3 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 3,539 ( 2 ) 07/31/2026 Common Stock 3,539 ( 3 ) 3,539 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 3,129 ( 2 ) 07/31/2026 Common Stock 3,129 ( 3 ) 3,129 D Stock Option (Right to Buy) $ 21.38 07/31/2019 D 27,000 ( 4 ) 01/01/2024 Common Stock 27,000 ( 3 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 6,692 ( 2 ) 07/31/2026 Common Stock 6,692 ( 3 ) 6,692 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 2,309 ( 2 ) 07/31/2026 Common Stock 2,309 ( 3 ) 2,309 D Stock Option (Right to Buy) $ 43.65 07/31/2019 D 16,300 ( 4 ) 01/01/2025 Common Stock 16,300 ( 5 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 3,487 ( 2 ) 07/31/2026 Common Stock 3,487 ( 5 ) 3,487 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 589 ( 2 ) 07/31/2026 Common Stock 589 ( 5 ) 589 D Stock Option (Right to Buy) $ 34.73 07/31/2019 D 8,989 ( 4 ) 01/03/2026 Common Stock 8,989 ( 5 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 1,639 ( 2 ) 07/31/2026 Common Stock 1,639 ( 5 ) 1,639 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 328 ( 2 ) 07/31/2026 Common Stock 328 ( 5 ) 328 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 281 ( 6 ) 07/31/2026 Common Stock 281 ( 5 ) 281 D Stock Option (Right to Buy) $ 10.78 07/31/2019 D 20,000 ( 7 ) 08/08/2026 Common Stock 20,000 ( 1 ) 0 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 9,392 ( 2 ) 07/31/2026 Common Stock 9,392 ( 1 ) 9,392 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 278 ( 6 ) 07/31/2026 Common Stock 278 ( 1 ) 278 D Stock Option (Right to Buy) $ 1.77 07/31/2019 A 330 ( 2 ) 07/31/2026 Common Stock 330 ( 1 ) 330 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Langren Carl W. C/O NEWLINK GENETICS CORPORATION 2503 SOUTH LOOP DR., SUITE 5100 AMES, IA50010 Chief Financial Officer Signatures /s/ Ryan Trytten, attorney-in-fact 08/02/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On July 31, 2019, the issuer cancelled this option grant pursuant to the issuer's option exchange program. In exchange, for every two cancelled options, the reporting person received a replacement option having an exercise price of $1.77 per share. ( 2 )The option vests as to 50% on the first anniversary of grant date and the remaining 50% on the second anniversary of grant date. ( 3 )On July 31, 2019, the issuer cancelled this option grant pursuant to the issuer's option exchange program. In exchange, for every three cancelled options, the reporting person received a replacement option having an exercise price of $1.77 per share. ( 4 )The option provided that it would vest in 48 equal monthly installments beginning the first month after grant date subject to the Reporting Person's continuous service as of such date. ( 5 )On July 31, 2019, the issuer cancelled this option grant pursuant to the issuer's option exchange program. In exchange, for every four cancelled options, the reporting person received a replacement option having an exercise price of $1.77 per share. ( 6 )The option vests as to 50% on the second anniversary of grant date and the remaining 50% on the third anniversary of grant date. ( 7 )The option provided that it would vest and in 36 equal monthly installments beginning on September 9, 2016, provided that at the relevant vesting dates the Reporting Person's continuous service to the Issuer has not been terminated as defined in or as determined under the Plan.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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