| Item 1. | |
| (a) | Name of issuer:
Cue Biopharma, Inc. |
| (b) | Address of issuer's principal executive offices:
40 Guest Street, Boston, Massachusetts 02135 |
| Item 2. | |
| (a) | Name of person filing:
1. Mark E. Strome
2. Strome Group, Inc.
3. Strome Investment Management, LP ("Manager")
4. Strome Mezzanine Fund, L.P. ("Mezzanine")
5. Strome Mezzanine Fund, II, L.P. ("Mezzanine II")
6. Strome Dynasty, LLC ("Strome Dynasty") |
| (b) | Address or principal business office or, if none, residence:
1. Mr. Strome: 13535 Ventura Blvd., Ste C-525, Sherman Oaks, California 91423
2. Strome Group, Inc., Manager, Mezzanine, Mezzanine II and Dynasty: 1688 Meridian Ave., Suite 727, Miami Beach, Florida 33139 |
| (c) | Citizenship:
1. Mr. Strome: United States
2. Strome Group, Inc., Manager, Mezzanine, Mezzanine II and Dynasty: Delaware |
| (d) | Title of class of securities:
Common Stock, $0.001 par value per share |
| (e) | CUSIP No.:
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership |
| (a) | Amount beneficially owned:
1. Mr. Strome: 644,916 (1)
2. Strome Group, Inc.: 643,242 (1)
3. Manager: 643,242 (1)
4. Mezzanine: 0
5. Mezzanine II: 593,242 (1)
6. Dynasty: 50,000
(1) Includes 222,839 shares underlying certain warrants held by Mezzanine II. The warrants originally had a provision prohibiting their exercise beyond a number of shares that would cause the beneficial ownership of their holder (including its affiliates) to exceed 5.0% of the outstanding shares following such exercise. On June 15, 2026, Mezzanine II requested the issuer to adjust the percentage to 8.50% with respect to the warrants, and on August 15, 2026, the requested adjustment became effective. On July 14, August 05 and August 27, 2026, Mezzanine II partially exercised one of the warrants for 99,997 shares, 99,996 shares and 99,996 shares, respectively. Accordingly, as of the date of this filing, Mezzanine II may exercise the warrants for up to 222,839 shares within 60 days of the date of this filing. |
| (b) | Percent of class:
1. Mr. Strome: 8.50%
2. Strome Group, Inc.: 8.48%
3. Manager: 8.48%
4. Mezzanine: 0.00%
5. Mezzanine II: 7.82%
6. Dynasty: 0.66%
The percentages are based upon a denominator that is the sum of: (i) 7,264,414 shares outstanding as of August 12, 2026, as reported in the issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 14, 2026, (ii) Mezzanine II's partial exercise of a warrant for 99,996 shares on August 27, 2026, and (iii) 222,839 shares underlying the warrants held by Mezzanine II that are exercisable within 60 days of the date of this filing. |
| (c) | Number of shares as to which the person has:
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| | (i) Sole power to vote or to direct the vote:
1. Mr. Strome: 1,674
2. Strome Group, Inc.: 0
3. Manager: 0
4. Mezzanine: 0
5. Mezzanine II: 0
6. Dynasty: 0
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| | (ii) Shared power to vote or to direct the vote:
1. Mr. Strome: 643,242 (1)
2. Strome Group, Inc.: 643,242 (1)
3. Manager: 643,242 (1)
4. Mezzanine: 0
5. Mezzanine II: 593,242 (1)
6. Dynasty: 50,000
(1) See Items 4(a) and 6.
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| | (iii) Sole power to dispose or to direct the disposition of:
1. Mr. Strome: 1,674
2. Strome Group, Inc.: 0
3. Manager: 0
4. Mezzanine: 0
5. Mezzanine II: 0
6. Dynasty: 0
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| | (iv) Shared power to dispose or to direct the disposition of:
1. Mr. Strome: 643,242 (1)
2. Strome Group, Inc.: 643,242 (1)
3. Manager: 643,242 (1)
4. Mezzanine: 0
5. Mezzanine II: 593,242 (1)
6. Dynasty: 50,000
(1) See Items 4(a) and 6.
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| Item 5. | Ownership of 5 Percent or Less of a Class. |
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Ownership of 5 percent or less of a class
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. |
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If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Mr. Strome has sole voting and dispositive power over the shares held of record by the Mark E. Strome Living Trust U/A/D January 15, 1997. He has shared voting and dispositive power over the shares held of record by Dynasty, Mezzanine and Mezzanine II. He also has shared voting and dispositive power over the warrants held by Mezzanine II, including their underlying shares.
Manager is the general partner of Dynasty, Mezzanine and Mezzanine II, and Strome Group, Inc. is the general partner of Manager. Mr. Strome is the sole director, president and chief executive officer of Strome Group, Inc. |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. |
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If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
See Agreement of the Reporting Persons dated October 8, 2026, filed as Exhibit 99.1 to this Schedule 13G/A. |
| Item 9. | Notice of Dissolution of Group. |
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Not Applicable
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