X0306 4 2016-01-22 0 0001290149 ProNAi Therapeutics Inc DNAI 0001647652 Chapman Wendy C/O PRONAI THERAPEUTICS, INC., 2150 885 WEST GEORGIA ST. VANCOUVER A1 V6C 3E8 BRITISH COLUMBIA, CANADA 0 1 0 0 SVP Clinical Operations Common Stock 2016-01-22 4 M 0 5000 0.969 A 5000 D Common Stock 2016-01-22 4 S 0 5000 9.3946 D 0 D Stock Option (right to buy) 0.969 2016-01-22 4 M 0 5000 0.00 D 2024-09-22 Common Stock 5000 82248 D The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.15 to $9.66 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The option vests as to 25% of the total shares on September 22, 2015, and then 2.0833% of the total shares vest monthly thereafter, with 100% of the total shares vested on September 22, 2018, subject to the reporting person's provision of service to the issuer on each vesting date. The option is immediately exercisable. /s/ Sukhi Jagpal as attorney-in-fact for Wendy Chapman 2016-01-25