Denali Therapeutics grants equity awards to director

Denali Therapeutics Inc. director Nancy Thornberry reported routine equity compensation awards.

Rhea-AI Filing Summary

Denali Therapeutics Inc. director Nancy Thornberry reported routine equity compensation awards. She received 6,408 Restricted Stock Units, each tied to one share of common stock, which will fully vest on the earlier of one year from grant or the day before the next annual stockholder meeting.

She was also granted a stock option for 19,226 shares of common stock at an exercise price of $19.66 per share, with the same vesting schedule and expiration in 2036. Following these awards, she directly holds 31,125 shares of common stock, including the unvested RSUs.

Insider Trade Summary

Grant/Award: 25,634 shares

Grant/Award 2 txns

Insider Thornberry Nancy

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy)	19,226	$0.00	$0.00
Grant/Award	Common Stock	6,408	$0.00	$0.00

Holdings After Transaction: Stock Option (right to buy) — 19,226 contracts (Direct); Common Stock — 31,125 shares (Direct)

Footnotes (3)

1. F1. Each share is represented by a Restricted Stock Unit ("RSU") and a contingent right to receive one share of common stock of the Issuer. 100% of the RSUs 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.
2. F2. Includes 6,408 unvested RSUs.
3. F3. 100% of the shares subject to the option 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.

Key Figures

RSUs granted: 6,408 units Option shares granted: 19,226 shares Option exercise price: $19.66 per share +3 more

6 metrics

RSUs granted 6,408 units Restricted Stock Units granted to director on June 3, 2026

Option shares granted 19,226 shares Stock option (right to buy) granted on June 3, 2026

Option exercise price $19.66 per share Exercise price for 19,226-share stock option

Shares held after awards 31,125 shares Common stock directly held following Form 4 transactions

Unvested RSUs included 6,408 units Unvested RSUs included in post-transaction holdings

Option expiration June 3, 2036 Expiration date of stock option grant

Key Terms

Restricted Stock Unit ("RSU"), contingent right, annual meeting of stockholders, Stock Option (right to buy)

4 terms

Restricted Stock Unit ("RSU") financial

"Each share is represented by a Restricted Stock Unit ("RSU") and a contingent right"

contingent right financial

"and a contingent right to receive one share of common stock of the Issuer"

annual meeting of stockholders financial

"the day preceding the Issuer's next annual meeting of stockholders occurring after the grant date"

Stock Option (right to buy) financial

"Stock Option (right to buy)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Denali Therapeutics (DNLI) report for Nancy Thornberry?

Nancy Thornberry received equity awards in the form of RSUs and stock options as director compensation. The grant includes 6,408 Restricted Stock Units and an option over 19,226 shares, reflecting standard non-cash incentives rather than open-market buying or selling of Denali Therapeutics stock.

How many Denali Therapeutics (DNLI) RSUs were granted to Nancy Thornberry?

She received 6,408 RSUs, each representing a right to one share of Denali Therapeutics common stock. All RSUs vest in a single tranche on the earlier of one year from the grant date or the day before the company’s next annual stockholder meeting, providing time-based retention incentives.

What are the terms of Nancy Thornberry’s stock option grant at Denali Therapeutics (DNLI)?

The stock option covers 19,226 shares of Denali Therapeutics common stock with a $19.66 exercise price. The option vests 100% on the earlier of the one-year anniversary of grant or the day before the next annual stockholder meeting, and expires on June 3, 2036.

How many Denali Therapeutics (DNLI) shares does Nancy Thornberry hold after this Form 4?

She directly holds 31,125 shares of Denali Therapeutics common stock after the reported awards. This total includes 6,408 unvested Restricted Stock Units, which will vest in full on the earlier of one year from the grant date or just before the next annual meeting.

When will Nancy Thornberry’s Denali Therapeutics (DNLI) RSUs and options vest?

Both the RSUs and options vest 100% in one tranche on the earlier of the one-year anniversary of the grant date or the day before Denali Therapeutics’ next annual meeting of stockholders, aligning board compensation with a roughly annual service and performance period.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/05/2026 - 04:45 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Thornberry Nancy

(Last) (First) (Middle)

C/O DENALI THERAPEUTICS INC.

161 OYSTER POINT BLVD.

(Street)

SOUTH SAN FRANCISCO CALIFORNIA 94080

(City) (State) (Zip)

UNITED STATES

(Country)

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

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

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

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

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	06/03/2026		A		6,408(1)	A	$0	31,125(2)	D

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
Stock Option (right to buy)	$19.66	06/03/2026		A		19,226		(3)	06/03/2036	Common Stock	19,226	$0	19,226	D

Explanation of Responses:

1. Each share is represented by a Restricted Stock Unit ("RSU") and a contingent right to receive one share of common stock of the Issuer. 100% of the RSUs 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.

2. Includes 6,408 unvested RSUs.

3. 100% of the shares subject to the option 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.

Remarks:

	/s/ Tyler Nielsen, by power of attorney	06/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)