Canaan XI L.P. - 26 May 2021 Form 3 Insider Report for Day One Biopharmaceuticals, Inc. (DAWN)

Role: 10%+ Owner
Signature: Canaan XI L.P., By: Canaan Partners XI LLC, its general partner, By: /s/ Nancy Levenson, Attorney-in-Fact
Issuer symbol: DAWN
Transactions as of: 26 May 2021
Net transactions value: $0
Form type: 3
Filing time: 26 May 2021, 20:45:11 UTC
Next filing: 02 Jun 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	DAWN	Common Stock						3,245,869	26 May 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	DAWN	Series A Preferred Stock							26 May 2021	Common Stock	7,328,497		Direct	F1, F2
holding	DAWN	Series B Preferred Stock							26 May 2021	Common Stock	148,279		Direct	F1, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The reported securities are held directly by Canaan XI L.P. (the "Canaan Fund"). The sole general partner of the Canaan Fund is Canaan Partners XI LLC ("Canaan XI", and together with the Canaan Fund, the "Canaan Entities"), and may be deemed to have sole voting, investment and dispositive power with respect to the shares held by the Canaan Fund. Investment and voting decisions with respect to the shares held by the Canaan Fund are made by the managers of Canaan XI, collectively. Canaan XI disclaims Section 16 beneficial ownership of the securities held by the Canaan Fund, except to the extent of its pecuniary interest therein, if any.
F2	Each share of Class A Preferred Stock is automatically convertible into one share of Common Stock at the close of the Issuer's initial public offering and has no expiration date.
F3	Each share of Class B Preferred Stock is automatically convertible into one share of Common Stock at the close of the Issuer's initial public offering and has no expiration date.

Remarks:

Exhibit 24 - Power of Attorney filed herewith