SMNR · Semnur Pharmaceuticals, Inc. · Insider Trading

On June 15, 2026, the Reporting Person paid its previously announced stock dividend (the "Dividend") consisting of an aggregate of 13,972,900 shares of common stock of Semnur Pharmaceuticals, Inc. ("Semnur") held by the Reporting Person (the "Dividend Shares") to record holders of (i) the Reporting Person's common stock, (ii) certain warrants to purchase the Reporting Person's common stock and (iii) certain notes convertible into shares of the Reporting Person's common stock as of June 1, 2026 (the "Record Date" and the holders referenced in clauses (ii) and (iii), the "Additional Participating Holders").

An aggregate of 6,938,163 Dividend Shares are being held in abeyance by the Reporting Person for the benefit of the Additional Participating Holders who may be entitled to such shares pursuant to the terms of the applicable warrants and convertible notes following the exercise or conversion thereof, and at the time such shares are distributed to the applicable warrantholders and noteholders, the Reporting Person will file a Form 4 reporting such distribution.

The transactions reported on this Form 4 were effected pursuant to that certain Securities Purchase Agreement, dated September 23, 2025, by and among the Reporting Persons, the Issuer, and Biconomy PTE.LTD, as buyer.

The purchase price was paid in Bitcoin blockchain based on the spot exchange rate for Bitcoin as published by Coinbase.com at 8:00 p.m. (New York City time) on the trading day immediately prior to the closing date of the purchase.

The transactions reported on this Form 4 were effected pursuant to that certain Securities Purchase Agreement, dated September 23, 2025, by and among the Reporting Persons, the Issuer, and Biconomy PTE.LTD, as buyer.

The purchase price was paid in Bitcoin blockchain based on the spot exchange rate for Bitcoin as published by Coinbase.com at 8:00 p.m. (New York City time) on the trading day immediately prior to the closing date of the purchase.

The Class B ordinary shares will automatically convert into Class A Ordinary Shares, par value $0.0001 per share ("Class A Ordinary Shares"), of the Issuer concurrently with or immediately following the consummation of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment.

On August 30, 2024, (i) the Issuer, Denali Merger Sub Inc., and Semnur Pharmaceuticals, Inc. ("Semnur"), a Delaware corporation and wholly owned subsidiary of Scilex Holding Company ("Scilex") entered into an agreement and plan of merger and (ii) the Reporting Person and Scilex entered into a Sponsor Interest Purchase Agreement (the "SIPA"). Pursuant to the SIPA, Scilex agreed to purchase 500,000 Class B ordinary shares of the Issuer held by the Reporting Person for aggregate consideration of (i) $2,000,000 (the "Cash Consideration") and (ii) 300,000 shares of common stock, par value $0.0001 per share, of Scilex (the "Scilex Shares"). Pursuant to the SIPA, Scilex paid the Cash Consideration to the Reporting Person on August 30, 2024 and has agreed to issue the Scilex Shares to the Reporting Person contingent upon and following the occurrence of the effective time of the Merger.

These Class B ordinary shares are held directly by the Sponsor. The Reporting Person is the manager and controlling member of the Sponsor and, as such, may be deemed to beneficially own the ordinary shares held directly by the Sponsor. The Reporting Person disclaims any beneficial ownership of the ordinary shares held directly by the Sponsor, other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

The Class B ordinary shares will automatically convert into Class A Ordinary Shares, par value $0.0001 per share ("Class A Ordinary Shares"), of the Issuer concurrently with or immediately following the consummation of the Issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment.

On August 30, 2024, (i) the Issuer, Denali Merger Sub Inc., and Semnur Pharmaceuticals, Inc. ("Semnur"), a Delaware corporation and wholly owned subsidiary of Scilex Holding Company ("Scilex") entered into an agreement and plan of merger and (ii) the Reporting Person and Scilex entered into a Sponsor Interest Purchase Agreement (the "SIPA"). Pursuant to the SIPA, Scilex agreed to purchase 500,000 Class B ordinary shares of the Issuer held by the Reporting Person for aggregate consideration of (i) $2,000,000 (the "Cash Consideration") and (ii) 300,000 shares of common stock, par value $0.0001 per share, of Scilex (the "Scilex Shares"). Pursuant to the SIPA, Scilex paid the Cash Consideration to the Reporting Person on August 30, 2024 and has agreed to issue the Scilex Shares to the Reporting Person contingent upon and following the occurrence of the effective time of the Merger.

The Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis, subject to adjustment, and have no expiration date.

As described in the Reporting Person's Form 3 filed April 6, 2022, an aggregate of 281,250 Class B ordinary shares were subject to forfeiture to the Issuer for no consideration by the Reporting Person, depending on the extent to which the underwriters' over-allotment option is exercised. The underwriters only partially exercised their over-allotment option, resulting in the Reporting Person forfeiting 93,750 Class B ordinary shares.

The Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the Issuer's initial business combination on a one-for-one basis, subject to adjustment, and have no expiration date.

As described in the Reporting Person's Form 3 filed April 6, 2022, an aggregate of 281,250 Class B ordinary shares were subject to forfeiture to the Issuer for no consideration by Denali Capital Global Investments LLC (the "Sponsor"), depending on the extent to which the underwriters' over-allotment option is exercised. The underwriters only partially exercised their over-allotment option, resulting in the Sponsor forfeiting 93,750 Class B ordinary shares.

These Class B ordinary shares are held directly by the Sponsor. The Reporting Person is the manager and controlling member of the Sponsor and, as such, may be deemed to beneficially own the ordinary shares held directly by the Sponsor. The Reporting Person disclaims any beneficial ownership of the ordinary shares held directly by the Sponsor, other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Represents Class A Ordinary Shares underlying units (each unit having a price of $10.00 and consisting of one Class A Ordinary Share and one redeemable warrant, with each whole warrant entitling the holder to purchase one Class A Ordinary Share at a price of $11.50 per share) that were acquired by Denali Capital Global Investments LLC (the "Sponsor") in a private placement effected concurrently with the closing of the Issuer's initial public offering, based on the partial exercise of the underwriters' over-allotment option.

These Class A Ordinary Shares underlying units are held directly by the Sponsor. The Reporting Person is the manager and controlling member of the Sponsor and, as such, may be deemed to beneficially own the ordinary shares underlying units held directly by the Sponsor. The Reporting Person disclaims any beneficial ownership of the ordinary shares underlying units held directly by the Sponsor, other than to the extent of any pecuniary interest he may have therein, directly or indirectly.

Represents Class A Ordinary Shares underlying units (each unit having a price of $10.00 and consisting of one Class A Ordinary Share and one redeemable warrant, with each whole warrant entitling the holder to purchase one Class A Ordinary Share at a price of $11.50 per share) that were acquired by the Reporting Person in a private placement effected concurrently with the closing of the Issuer's initial public offering, based on the partial exercise of the underwriters' over-allotment option.