[Form 4] Seer, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Denali Therapeutics Inc. (DNLI) filed a Form 144 indicating a planned insider sale of 495,282 common shares. The shares have an aggregate market value of approximately $7.10 million based on the broker’s data supplied in the filing. The proposed transaction will be executed through Jefferies LLC on or after 9 July 2025 on the NASDAQ exchange.

The shares were originally acquired on 21 August 2015 via a stock-option exercise. No sales by the same account holder were reported in the prior three-month period, and no non-cash consideration or special payment terms were disclosed. With 145 million shares outstanding, the planned sale represents roughly 0.34 % of total shares, suggesting limited dilution or float impact. No remarks, Rule 10b5-1 plan dates, or material adverse information were provided, and the filer attested to compliance with Rule 144 requirements.

Positive

• Small proportion: The 495,282 shares represent only about 0.34 % of DNLI’s outstanding shares, limiting dilution or supply shock.
• Regulatory compliance: Filing under Rule 144 with no reported non-cash consideration or adverse information indicates standard, transparent execution.

Negative

• Insider selling signal: Any insider-driven disposal can be perceived negatively, potentially hinting at reduced insider confidence even if routine.

Insights

Securities Analyst

TL;DR: Routine Form 144 for 495k DNLI shares (~0.34 % of SO); modest $7.1 m value, limited market impact.

The notice flags a forthcoming disposition by an insider or affiliate but, at 0.34 % of shares outstanding, the transaction is unlikely to materially pressure DNLI’s share price or signal fundamental weakness. The filing lacks information about the seller’s identity or motivation, and there are no concurrent sales in the past quarter. Investors typically monitor insider activity, yet this sale appears ordinary-course and within Rule 144 thresholds. Overall impact is neutral, though persistent insider selling could merit follow-up.

Risk Analyst

TL;DR: Insider sale disclosed; size small, regulatory clean, risk profile unchanged.

From a governance and compliance standpoint, the filer affirms no undisclosed adverse information and has not used non-cash consideration, reducing fraud or conflict concerns. The absence of recent insider sales suggests this is not part of a broader liquidation trend. However, insider sales occasionally precede negative catalysts, so traders may interpret the filing cautiously. Given scale and transparency, I classify the event as non-impactful.

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^*

Nishar Dipchand

(Last) (First) (Middle)

C/O SEER, INC.

3800 BRIDGE PARKWAY, SUITE 102

(Street)

REDWOOD CITY CA 94065

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Seer, Inc. [ SEER ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2025

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
Class A Common Stock	07/07/2025		A		20,500(1)	A	$0	69,704	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)	$2.18	07/07/2025		A		30,500		(2)	07/07/2035	Class A Common Stock	30,500	$0	30,500	D

Explanation of Responses:

1. The reported shares are represented by restricted stock units, or RSUs, which vest on the earlier of (i) July 7, 2026 or (ii) the day prior to the date of the Issuer's next annual meeting of stockholders.

2. Shares subject to the option vest on the earlier of (i) July 7, 2026 or (ii) the day prior to the date of the Issuer's next annual meeting of stockholders.

	/s/ David Horn, by power of attorney	07/09/2025
	** 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

How many Denali Therapeutics (DNLI) shares are being sold under this Form 144?

The filer plans to sell 495,282 common shares.

What is the market value of the DNLI shares listed for sale?

The aggregate market value is approximately $7.10 million.

When is the approximate sale date for the DNLI shares?

The filing lists an approximate sale date of 07/09/2025.

What percentage of Denali Therapeutics’ shares outstanding does the sale represent?

About 0.34 % of the company’s 145 million outstanding shares.

Which broker is handling the proposed DNLI share sale?

The transaction will be executed through Jefferies LLC, New York.

How were the DNLI shares originally acquired?

They were acquired via a stock-option exercise on 21 August 2015.