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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
January 8, 2021
Denali Therapeutics Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-38311 | | 46-3872213 |
| (State or other jurisdiction of | | (Commission | | (I.R.S. Employer |
| incorporation) | | File Number) | | Identification No.) |
161 Oyster Point Blvd.
South San Francisco, California 94080
(Address of principal executive offices, including zip code)
(650) 866-8548
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last reports)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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| Emerging growth company | ☐ | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ |
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| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, par value $0.01 per share | DNLI | NASDAQ Global Select Market |
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On January 8, 2021, Nancy Thornberry was appointed to the Board of Directors (the “Board”) of Denali Therapeutics Inc. (the “Company”). The election of Ms. Thornberry was reported under Item 5.02 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 11, 2021.
The Company is filing this Form 8-K/A to report that on February 5, 2021, the Board appointed Ms. Thornberry as a member of the Company’s corporate governance and nominating committee (the “Nominating Committee”) and science and technology committee (the “Science Committee”). In accordance with the Company’s outside director compensation policy, Ms. Thornberry will receive annual cash compensation of $5,000 per year for service as a member of the Nominating Committee and $7,500 per year for service as a member of the Science Committee, each payable quarterly in arrears on a pro-rata basis.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit No. | | Description | |
| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | DENALI THERAPEUTICS INC. |
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| Date: | February 10, 2021 | By: | /s/ Steve E. Krognes |
| | | Steve E. Krognes |
| | | Chief Financial Officer and Treasurer |