Canaan XI L.P. - Jun 1, 2021 Form 4 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
Stock symbol: DAWN
Transactions as of: Jun 1, 2021
Transactions value $: $208,000
Form type: 4
Date filed: 6/2/2021, 05:12 PM
Previous filing: May 26, 2021
Next filing: Sep 14, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DAWN	Common Stock	Conversion of derivative security		+7.33M	+225.78%		10.6M	Jun 1, 2021	Direct	F1, F2
transaction	DAWN	Common Stock	Conversion of derivative security		+148K	+1.4%		10.7M	Jun 1, 2021	Direct	F2, F3
transaction	DAWN	Common Stock	Purchase	$208K	+13K	+0.12%	$16.00	10.7M	Jun 1, 2021	Direct	F2

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
transaction	DAWN	Series A Preferred Stock	Conversion of derivative security		-7.33M	-100%		0	Jun 1, 2021	Common Stock	7.33M		Direct	F1, F2
transaction	DAWN	Series B Preferred Stock	Conversion of derivative security		-148K	-100%		0	Jun 1, 2021	Common Stock	148K		Direct	F2, F3

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

Explanation of Responses:

Id	Content
F1	Each share of the Issuer's Series A Preferred Stock, which had no expiration date, automatically converted into one share of the Issuer's Common Stock at the close of the Issuer's initial public offering, for no additional consideration.
F2	These shares 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.
F3	Each share of the Issuer's Series B Preferred Stock, which had no expiration date, automatically converted into one share of the Issuer's Common Stock at the close of the Issuer's initial public offering, for no additional consideration.

Remarks:

Exhibit 24 - Power of Attorney (incorporated by reference to the Power of Attorney filed as Exhibit 24 to the Form 3 filed by the Reporting Persons on May 26, 2021)