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Share Name | Share Symbol | Market | Type |
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Denali Therapeutics Inc | NASDAQ:DNLI | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 23.33 | 23.33 | 25.17 | 0 | 13:08:07 |
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Delaware
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46-3872213
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(State or other jurisdiction of
incorporation or organization) |
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(I.R.S. Employer
Identification No.) |
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161 Oyster Point Blvd.
South San Francisco, CA, 94080
(650) 866-8548
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(Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices)
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Large accelerated filer
¨
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Accelerated filer
x
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Non-accelerated filer
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Smaller reporting company
¨
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Emerging growth company
x
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Title of each class of securities to be registered
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Amount to be registered/proposed maximum offering price per unit/proposed maximum aggregate offering price (1)(2)
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Amount of registration fee (3)
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Common Stock, $0.01 par value
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Preferred Stock, $0.01 par value
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Debt Securities
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Warrants
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Purchase Contracts
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Units
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Total
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(1)
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Omitted pursuant to Form S-3 General Instruction II.E.
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(2)
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An unspecified number of securities or aggregate principal amount, as applicable, is being registered as may from time to time be offered at unspecified prices.
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(3)
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In accordance with Rules 456(b) and 457(r) under the Securities Act of 1933, as amended, the registrant is deferring payment of the registration fee.
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•
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shares of common stock, par value $0.01 per share, of the Company;
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shares of preferred stock, par value $0.01 per share, of the Company;
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debt securities, which may be senior or subordinated, and which may be convertible into our common stock or be non-convertible;
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warrants to purchase from us shares of our common stock or preferred stock or other securities;
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purchase contracts; and
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units representing two or more of the foregoing securities.
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through underwriters or dealers;
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through agents;
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directly to one or more purchasers; or
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through a combination of any of these methods of sale.
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Our Annual Report on Form 10-K for the fiscal year ended December 31, 2018 filed on March 12, 2019.
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Our Current Report on Form 8-K filed on January 4, 2019, and our Current Report on Form 8-K filed on March 12, 2019.
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The description of our common stock, par value $0.01 per share, contained in our registration statement on Form 8-A, filed with the SEC on November 30, 2017, including any subsequent filed amendments and reports updating such description.
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SEC registration fee
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$
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(1)(2)
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Printing expenses
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(2)
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Legal fees and expenses (including Blue Sky fees)
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(2)
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Accounting fees and expenses
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(2)
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Transfer agent, trustee and warrant agent fees and expenses
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(2)
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Miscellaneous
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(2)
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Total
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$
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(2)
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(1)
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Pursuant to Rules 456(b) and 457(r) under the Securities Act of 1933, as amended, the SEC registration fee will be paid at the time of any particular offering of securities under the registration statement, and is therefore not currently determinable.
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(2)
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These fees and expenses are calculated based on the securities offered and the number of issuances and accordingly cannot be estimated at this time.
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(1)
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to the extent a present or former director or officer of a corporation has been successful on the merits or otherwise in the defense of any action, suit or proceeding referred to in subsections (a) and (b) of Section 145 or in the defense of any claim, issue or matter therein, such person shall be indemnified against expenses, including attorneys’ fees, actually and reasonably incurred by such person in connection therewith;
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(2)
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the indemnification and advancement of expenses provided for pursuant to Section 145 shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under any bylaw, agreement, vote of stockholders or disinterested directors or otherwise; and
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(3)
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the corporation shall have the power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against any liability asserted against such person and incurred by such person in any such capacity, or arising out of such person’s status as such, whether or not the corporation would have the power to indemnify such person against such liability under Section 145.
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II-
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1
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II-
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2
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II-
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3
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II-
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4
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Incorporated by Reference
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Exhibit
Number
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Description
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Form
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File No.
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Exhibit
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Filing Date
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1.1*
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Form of Underwriting Agreement.
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3.1
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8-K
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001-38311
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3.1
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12/12/2017
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3.2
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8-K
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001-38311
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3.2
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12/12/2017
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4.1
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S-1
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333-221522
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4.1
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11/13/2017
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4.2
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S-1/A
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333-221522
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4.2
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11/27/2017
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4.3*
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Form of Indenture.
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4.4*
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Form of Note.
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4.5*
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Form of Warrant.
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4.6*
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Form of Warrant Agreement.
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4.7*
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Form of Purchase Contract Agreement.
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4.8*
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Form of Unit Agreement.
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5.1
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23.1
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23.2
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24.1
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25.1**
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Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of the trustee under the indenture filed as Exhibit 4.1 above.
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•
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To be filed by amendment or incorporated by reference in connection with the offering of the securities.
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**
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To be filed pursuant to Section 305(b)(2) of the Trust Indenture Act of 1939.
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II-
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5
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DENALI THERAPEUTICS INC.
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By:
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/s/ Ryan J. Watts
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Ryan J. Watts, Ph.D.
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President and Chief Executive Officer
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Signature
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Title
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Date
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/s/ Ryan J. Watts
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President, Chief Executive Officer and Director
(Principal Executive Officer)
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March 12, 2019
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Ryan J. Watts, Ph.D.
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/s/ Steve E. Krognes
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Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)
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March 12, 2019
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Steve E. Krognes
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/s/ Vicki Sato
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Chairperson of our Board of Directors
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March 12, 2019
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Vicki Sato, Ph.D.
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/s/ Marc Tessier-Lavigne
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Director
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March 12, 2019
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Marc Tessier-Lavigne, Ph.D.
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/s/ Douglas Cole
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Director
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March 12, 2019
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Douglas Cole, M.D.
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/s/ Jennifer Cook
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Director
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March 12, 2019
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Jennifer Cook
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/s/ Jay Flatley
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Director
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March 12, 2019
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Jay Flatley
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/s/ Peter Klein
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Director
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March 12, 2019
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Peter Klein
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/s/ Robert Nelsen
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Director
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March 12, 2019
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Robert Nelsen
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/s/ David Schenkein
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Director
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March 12, 2019
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David Schenkein, M.D.
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II-
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6
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1 Year Denali Therapeutics Chart |
1 Month Denali Therapeutics Chart |
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