SEC FORM 3

SEC FORM 3SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Chin Peter Scott

(Last)

(First)

(Middle)

C/O DENALI THERAPEUTICS INC.

161 OYSTER POINT BOULEVARD, SECOND FLOOR

(Street)

SOUTH SAN FRANCISCO

CALIFORNIA

94080

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
04/10/2026

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

3a. Foreign Trading Symbol

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

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

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

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	170,612⁽¹⁾⁽²⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽³⁾	05/10/2029	Common Stock	43,000	$22.31	D
Stock Option (right to buy)	⁽³⁾	02/10/2030	Common Stock	35,100	$24.81	D
Stock Option (right to buy)	⁽³⁾	01/10/2031	Common Stock	14,250	$80.03	D
Stock Option (right to buy)	⁽³⁾	01/03/2032	Common Stock	13,000	$47.27	D
Stock Option (right to buy)	⁽³⁾	02/03/2032	Common Stock	10,250	$33.74	D
Stock Option (right to buy)	⁽⁴⁾	01/03/2033	Common Stock	32,900	$27.63	D
Stock Option (right to buy)	⁽⁵⁾	01/03/2034	Common Stock	44,750	$20.33	D
Stock Option (right to buy)	⁽⁶⁾	01/03/2035	Common Stock	40,650	$21.26	D
Stock Option (right to buy)	⁽⁷⁾	03/20/2036	Common Stock	63,800	$20.17	D

Explanation of Responses:

1. Includes 2,326 shares acquired under the Denali ESPP.

2. Includes 145,845 Unvested RSU's.

3. The shares subject to the option are fully vested and exercisable.

4. 25% of the shares subject to the option vested on January 3, 2024 and an additional 1/48 of the shares vested monthly thereafter.

5. 25% of the shares subject to the option vested on January 3, 2025 and an additional 1/48 of the shares vest monthly thereafter.

6. 25% of the shares subject to the option vested on January 3, 2026 and an additional 1/48 of the shares vest monthly thereafter.

7. 25% of the shares subject to the option will vest on January 3, 2027 and an additional 1/48 of the shares vest monthly thereafter.

Remarks:

	/s/ Tyler Nielsen, by power of attorney	04/20/2026
	** 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 5 (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 3: SEC 1473 (03-26)

SEC Form 3 filed by new insider Chin Peter Scott