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Denali Therapeutics Inc

For the period ended Dec 31, 2024. Filed Feb 27, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Feb 27, 2025

DNLI$19.85-2.4%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

(a) The following documents are filed as part of this report:

  1. Financial Statements

See Index to Financial Statements in Part II Item 8 of this Annual Report on Form 10-K.

  1. Financial Statement Schedules

All schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.

  1. Exhibits

The documents listed in the Exhibit Index are incorporated by reference or are filed with this report, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K).

EXHIBIT INDEX
Incorporated by Reference
ExhibitNumberDescriptionFormFile No.NumberFiling Date
3.1Amended and Restated Certificate of Incorporation of the Registrant.8-K001-383113.112/12/2017
3.2Amended and Restated Bylaws of the Registrant.8-K001-383113.111/18/2024
4.1Specimen Common Stock Certificate of the Registrant.S-1/A333-2215224.211/27/2017
4.3#Form of Pre-Funded Warrant (Amended)10-Q001-383114.15/7/2024
4.4Description of the Registrant’s Common Stock.———Filed herewith
10.1+Form of Indemnification Agreement between the Registrant and each of its directors and executive officers.S-1/A333-22152210.111/27/2017
10.2+2015 Stock Incentive Plan, as amended, and forms of agreement thereunder.S-1333-22152210.211/13/2017
10.3+2017 Equity Incentive Plan and forms of agreements thereunder.S-1/A333-22152210.311/27/2017
10.4+2017 Employee Stock Purchase Plan and form of agreement thereunder.S-1/A333-22152210.412/7/2017
10.5+Offer Letter between the Registrant and Ryan J. Watts, Ph.D., dated November 10, 2017.S-1333-22152210.511/13/2017
10.6+Offer Letter between the Registrant and Alexander O. Schuth, M.D., dated November 10, 2017.S-1333-22152210.611/13/2017
10.8+Offer Letter between the Registrant and Carole Ho, M.D., dated November 10, 2017.S-1333-22152210.811/13/2017
10.9Lease Agreement between the Registrant and HCP Oyster Point III LLC, dated September 24, 2015.S-1333-22152210.911/13/2017
10.10ÜExclusive License Agreement between the Registrant and Genentech, Inc., dated June 17, 2016.S-1333-22152210.1011/13/2017
10.11ÜLicense and Collaboration Agreement between the Registrant, F-star Gamma Limited, F-star Biotechnologische Forschungs-und Entwicklungsges m.b.H. and F-star Biotechnology Limited, dated August 24, 2016.S-1333-22152210.1111/13/2017
10.12ÜDevelopment and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated September 6, 2017.S-1333-22152210.1211/13/2017
10.12.1#Amendment No. 2 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated January 18, 2018.10-K001-3831110.12.13/19/2018
10.12.2#Amendment No. 3 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated July 2, 2018.10-Q001-3831110.111/8/2018
10.12.3#Amendment No. 4 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated August 30, 2018.10-Q001-3831110.211/8/2018
10.12.4#Amendment No. 5 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated August 6, 2019.10-K001-3831110.12.42/26/2021
10.12.5#Amendment No. 3 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated September 11, 2020.10-K001-3831110.12.52/26/2021
10.12.6#Amendment No. 6 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated December 8, 2020.10-K001-3831110.12.62/26/2021
10.12.7Amendment No. 7 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated March 29, 2021.10-K001-3831110.12.72/27/2023
10.12.8#Amendment No. 8 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated September 8, 2022.10-K001-3831110.12.82/27/2023
10.12.9Amendment No. 9 to Development and Manufacturing Services Agreement between the Registrant and Lonza Sales AG, dated December 7, 2022.10-K001-3831110.12.92/27/2023
10.13+Amended and Restated Key Executive Change in Control and Severance Plan.10-Q001-3831110.611/5/2020
10.14+Executive Incentive Compensation Plan.S-1333-22152210.1411/13/2017
10.15+Amended and Restated Outside Director Compensation Policy.10-K001-3831110.152/28/2022
10.16#Option and Collaboration Agreement between the Registrant and Takeda Pharmaceutical Company Limited, dated January 3, 2018.10-K/A001-3831110.167/13/2018
10.17Common Stock Purchase Agreement between the Registrant and Takeda Pharmaceutical Company Limited, dated January 3, 2018.10-K001-3831110.173/19/2018
10.18Standstill and Stock Restriction Agreement between the Registrant and Takeda Pharmaceutical Company Limited, dated February 23, 2018.10-K001-3831110.183/19/2018
10.19First Amendment to Lease Agreement between the Registrant and HCP Oyster Point III LLC, dated May 2, 2018.10-Q001-3831110.18/9/2018
10.20ÜAmended and Restated Gamma IP License Agreement between the Registrant and F-star Gamma Limited, dated August 24, 2016.10-Q/A001-3831110.212/6/2018
10.21ÜSide Letter between the Registrant and F-star Gamma Limited, dated May 21, 2018.10-Q001-3831110.38/9/2018
10.22ÜShare Purchase Agreement between the Registrant and F-star Gamma Limited, dated May 30, 2018.10-Q/A001-3831110.412/6/2018
10.23#Collaboration and License Agreement between registrant and Genzyme Corporation ("Sanofi"), dated October 29, 2018.10-K001-3831110.253/12/2019
10.24Common Stock Purchase Agreement between the Registrant and Biogen Inc., dated August 5, 2020.10-Q001-3831110.111/5/2020
10.25#Provisional LRRK2 Collaboration and License Agreement between the Registrant and Biogen Inc., dated August 5, 2020.10-Q001-3831110.211/5/2020
10.26Standstill and Stock Restriction Agreement between the Registrant and Biogen Inc., dated September 22, 2020.10-Q001-3831110.311/5/2020
10.27#Definitive LRRK2 Collaboration and License Agreement between the Registrant and Biogen Inc., dated October 4, 2020.10-Q001-3831110.411/5/2020
10.28#Definitive Right of First Negotiation, Option and License Agreement between the Registrant and Biogen Inc., dated October 6, 2020.10-Q001-3831110.511/5/2020
10.29#Side Letter between the Registrant and F-star Gamma Limited, dated June 30, 2021.10-Q001-3831110.18/4/2021
10.30#Amendment to Definitive LRRK2 Agreement and Waiver of and Amendment to Right of First Negotiation, Option, and License Agreement.10-Q001-3831110.111/7/2023
10.31Securities Purchase Agreement, dated February 27, 2024, by and among the Company and the Purchasers named therein8-K001-3831110.12/27/2024
10.32Nominating Agreement by and among the Company and Investor8-K001-3831110.22/27/2024
10.33Compensation Recovery Policy (“Clawback Policy”)10-K001-3831110.342/28/2024
10.34#Denali - Biogen Side Letter10-Q001-3831110.108/1/2024
19.1Denali Insider Trading Policy and Guidelines with Respect to Certain Transactions in Securities as amended through March 31, 2023.10-K001-3831110.352/28/2024
21.1Subsidiaries of the Registrant.———Filed herewith
23.1Consent of Independent Registered Public Accounting Firm.———Filed herewith
24.1Powers of Attorney (incorporated by reference to the signature page hereto)
31.1Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act.———Filed herewith
31.2Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act.———Filed herewith
32.1*Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act.———Furnished herewith
32.2*Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act.———Furnished herewith
101The following materials from the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Loss, (iii) Consolidated Statements of Cash Flows (iv) Consolidated Statements of Stockholders’ Equity and (v) Notes to Consolidated Financial Statements.———Filed herewith
104The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2024, formatted in Inline XBRL (contained in Exhibit 101)———Filed herewith
*The certifications attached as Exhibits 32.1 and 32.2 that accompany this Annual Report on Form 10-K are deemed furnished and not filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.
ÜPortions of the exhibit have been omitted pursuant to an order granted by the Securities and Exchange Commission for confidential treatment.
#Certain confidential information contained in this exhibit has been omitted because it is both (i) not material and (ii) is the type that the Registrant treats as private or confidential.
+Indicates management contract or compensatory plan.
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