Denali Therapeutics (NASDAQ: DNLI) CEO reports Form 4 stock sale

Rhea-AI Filing Summary

Denali Therapeutics Inc. President and CEO Ryan J. Watts reported a sale of common stock in a Form 4 filing. On January 6, 2026, he sold 35,198 shares of Denali common stock at $16.50 per share, and the filing explains that these shares were sold to satisfy tax obligations related to the settlement of previously vested restricted stock units (RSUs). Following this transaction, he directly beneficially owned 296,833 shares, which include 184,915 unvested RSUs. The filing also reports an additional 2,152,604 shares held indirectly through the Watts Family 2015 Trust, for which he serves as trustee.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Watts Ryan J.

(Last) (First) (Middle)

C/O DENALI THERAPEUTICS INC.

161 OYSTER POINT BLVD.

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Denali Therapeutics Inc. [ DNLI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock	01/06/2026		S		35,198(1)	D	$16.5	296,833(2)	D
Common Stock								2,152,604	I	See footnote(3)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Shares sold to satisfy the tax obligations by the Reporting Person in connection with the settlement of previously vested RSUs.

2. Includes 184,915 Unvested RSUs.

3. The shares are held of record by the Watts Family 2015 Trust dated July 7, 2015, for which the Reporting Person serves as trustee.

Remarks:

	/s/ Tyler Nielsen, by power of attorney	01/08/2026
	** Signature of Reporting Person	Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Denali Therapeutics (DNLI) report for Ryan J. Watts?

The Form 4 shows that Denali Therapeutics President and CEO Ryan J. Watts sold 35,198 shares of common stock on January 6, 2026 at $16.50 per share.

Why did Denali Therapeutics CEO Ryan J. Watts sell DNLI shares?

The filing states that the 35,198 shares were sold to satisfy tax obligations arising from the settlement of previously vested RSUs.

How many Denali Therapeutics (DNLI) shares does Ryan J. Watts own after the reported sale?

After the sale, Ryan J. Watts directly beneficially owned 296,833 shares of Denali common stock, including 184,915 unvested RSUs, and indirectly held 2,152,604 shares through the Watts Family 2015 Trust.

What is the indirect ownership reported for Ryan J. Watts in Denali Therapeutics (DNLI)?

The Form 4 reports that 2,152,604 shares of Denali common stock are held by the Watts Family 2015 Trust, dated July 7, 2015, for which Ryan J. Watts serves as trustee.

Does the Form 4 indicate any derivative security transactions for Denali Therapeutics (DNLI)?

The provided Form 4 excerpt lists a table for derivative securities, but it does not show any specific derivative security transactions in the filled rows.

What roles does Ryan J. Watts hold at Denali Therapeutics (DNLI)?

Ryan J. Watts is reported as both a Director and an Officer of Denali Therapeutics Inc., serving as its President and CEO.