Denali Therapeutics Inc. — Director's Dealing 2021

Jun 4, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Denali Therapeutics Inc. (DNLI)
CIK: 0001714899
Period of Report: 2021-03-22

Reporting Person: NELSEN ROBERT (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-22	Common Stock	J	500000	$0.00	Disposed	10168749	Indirect
2021-05-12	Common Stock	J	500000	$0.00	Disposed	9668749	Indirect
2021-03-22	Common Stock	J	2538	$0.00	Acquired	4568	Direct
2021-05-12	Common Stock	J	2537	$0.00	Acquired	7105	Direct
2021-06-01	Common Stock	M	3253	$0.00	Acquired	10358	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-06-01	Restricted Stock Units	$	M	3253	Disposed		Common Stock (3253)	Direct

Footnotes

F1: Distribution of Common Stock held by a limited partnership to its partners for no consideration.

F2: Reflects change from indirect to direct ownership of shares previously reported as beneficially owned by the Reporting Person.

F3: The sole general partner of ARCH Venture Fund VIII, L.P. ("ARCH Fund VIII") is ARCH Venture Partners VIII, L.P. ("ARCH Partners VIII"). The sole general partner of ARCH Partners VIII is ARCH Venture Partners VIII, LLC ("ARCH VIII LLC"). ARCH Partners VIII may therefore be deemed to beneficially own the securities held by ARCH Fund VIII and ARCH VIII LLC may be deemed to beneficially own the securities held by ARCH Fund VIII. ARCH Partners VIII and ARCH VIII LLC disclaim beneficial ownership of such securities, except to the extent of any pecuniary interest therein. The Reporting Person is a managing director of ARCH VIII LLC and may be deemed to beneficially own the shares held by ARCH Fund VIII. Mr. Nelsen disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

F4: Following the reported transactions, 10,168,749 shares of common stock were held of record by ARCH Fund VIII.

F5: Following the reported transactions, 9,668,749 shares of common stock were held of record by ARCH Fund VIII.

F6: Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer.

F7: 100% of the restricted stock units shall vest upon the earlier of (i) the one year anniversary of the grant date or (ii) the day preceding the Issuer's next annual meeting of stockholders occurring after the grant date.