SEC Form 4 · accession 0000899243-17-028694
Denali Therapeutics Inc. · DNLI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Douglas K Bratton
10% Owner
Crestline Management, LP
10% Owner
Crestline Investors, Inc.
10% Owner
Crestline SI (GP), L.P.
10% Owner
AKDL, L.P.
10% Owner
Bratton Capital Inc.
10% Owner
Bratton Capital Management, L.P.
10% Owner
Neuro Line Partners LP
10% Owner
Period of report
Dec 12, 2017
Accepted (ET)
Dec 14, 2017 · 4:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001714899
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F4,F5 | Dec 12, 2017 | C | 14,499,999 | — | A | 14,812,499 | I | By AKDL, L.P. |
| Common StockF2,F4,F5 | Dec 12, 2017 | C | 2,500,000 | — | A | 17,312,499 | I | By AKDL, L.P. |
| Common StockF3,F4,F5 | Dec 12, 2017 | C | 1,875,000 | — | A | 19,187,499 | I | By AKDL, L.P. |
| Common StockF1,F6,F7 | Dec 12, 2017 | C | 743,599 | — | A | 743,599 | I | By Neuro Line Partners, L.P. |
| Common StockF2,F6,F7 | Dec 12, 2017 | C | 128,200 | — | A | 871,799 | I | By Neuro Line Partners, L.P. |
| Common StockF3,F6,F7 | Dec 12, 2017 | C | 240,000 | — | A | 1,111,799 | I | By Neuro Line Partners, L.P. |
| Common StockF4,F5 | Dec 12, 2017 | P | 275,000 | $18.00 | A | 19,462,499 | I | By AKDL, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A-1 Convertible Preferred StockF4,F5,F1 | — | Dec 12, 2017 | C | 14,499,999 | D | — | — | Common Stock | 14,499,999 | 0 | I |
| Series A-2 Convertible Preferred StockF4,F5,F2 | — | Dec 12, 2017 | C | 2,500,000 | D | — | — | Common Stock | 2,500,000 | 0 | I |
| Series B-1 Convertible Preferred StockF4,F5,F3 | — | Dec 12, 2017 | C | 1,875,000 | D | — | — | Common Stock | 1,875,000 | 0 | I |
| Series A-1 Convertible Preferred StockF6,F7,F1 | — | Dec 12, 2017 | C | 743,599 | D | — | — | Common Stock | 743,599 | 0 | I |
| Series A-2 Convertible Preferred StockF6,F7,F2 | — | Dec 12, 2017 | C | 128,200 | D | — | — | Common Stock | 128,200 | 0 | I |
| Series B-1 Convertible Preferred StockF6,F7,F3 | — | Dec 12, 2017 | C | 240,000 | D | — | — | Common Stock | 240,000 | 0 | I |
Explanation of responses
- F1All shares of Series A-1 Convertible Preferred Stock of Denali Therapeutics Inc. (the "Issuer") automatically converted into shares of common stock of the Issuer at a one-for-one ratio immediately prior to the completion of the Issuer's initial public offering of common stock and had no expiration date.
- F2All shares of Series A-2 Convertible Preferred Stock of the Issuer automatically converted into shares of common stock of the Issuer at a one-for-one ratio immediately prior to the completion of the Issuer's initial public offering of common stock and had no expiration date.
- F3All shares of Series B-1 Convertible Preferred Stock of the Issuer automatically converted into shares of common stock of the Issuer at a one-for-one ratio immediately prior to the completion of the Issuer's initial public offering of common stock and had no expiration date.
- F4These securities are held directly by AKDL, L.P. ("AKDL"). The general partner of AKDL is Crestline SI (GP), L.P. ("Crestline SI") and the investment manager of AKDL is Crestline Management, L.P. ("Crestline Management"). Crestline Investors, Inc. ("Crestline") is the general partner of both Crestline SI and Crestline Management. Douglas K. Bratton is the sole director of Crestline. AKDL is ultimately controlled by Mr. Bratton and Mr. Bratton has voting and investment power over all securities held by AKDL.
- F5(Continued from Footnote 4) In addition, Crestline SI, Crestline and Mr. Bratton may be deemed to have a pecuniary interest in a portion of the securities held by AKDL through direct or indirect limited partner interests, including limited partner profit interests, and/or general partner interests in AKDL. Crestline SI, Crestline Management, Crestline and Mr. Bratton may each be deemed to beneficially own the securities held by AKDL. Each such entity and Mr. Bratton disclaims beneficial ownership of such securities except to the extent of its or his respective pecuniary interest therein.
- F6These securities are held directly by Neuro Line Partners, L.P. ("Neuro Line"). The general partner of Neuro Line is Bratton Capital Management, L.P. ("Bratton Capital Management"). The general partner of Bratton Capital Management is Bratton Capital, Inc. ("Bratton Capital"). Douglas K. Bratton is the sole director of Bratton Capital. Neuro Line is ultimately controlled by Mr. Bratton and Mr. Bratton has voting and investment power over all securities held by Neuro Line.
- F7(Continued from Footnote 6) In addition, Bratton Capital Management, Bratton Capital, and Mr. Bratton may be deemed to have a pecuniary interest in a portion of the securities held by Neuro Line due to Bratton Capital Management's right to receive performance-based allocations and Bratton Capital Management and Mr. Bratton may be deemed to have a pecuniary interest in a portion of the securities held by Neuro Line through direct or indirect limited partner and/or general partner interests in Neuro Line. Bratton Capital Management, Bratton Capital and Mr. Bratton may each be deemed to beneficially own the securities held by Neuro Line. Each such entity and Mr. Bratton disclaims beneficial ownership of such securities except to the extent of its or his respective pecuniary interest therein.