DICE Therapeutics, Inc. (DICE, or the Company), a successor to DiCE Molecules Holdings, LLC (DiCE LLC), is a Delaware Corporation headquartered in South San Francisco, California. DICE is a biopharmaceutical company leveraging its proprietary technology platform to build a pipeline of novel oral therapeutic candidates to treat chronic diseases in immunology and other therapeutic areas. The Company’s platform, DELSCAPE, is designed to discover selective oral small molecules with the potential to modulate protein-protein interactions (PPIs) as effectively as systemic biologics.

On September 17, 2021, the Company closed its initial public offering (the “IPO”) in which it sold an aggregate of 13,800,000 shares of common stock at a price to the public of $17.00 per share, which included 1,800,000 shares issued upon the full exercise by the underwriters of their option to purchase additional shares of common stock. The Company received aggregate net proceeds from the IPO of approximately $214.7 million, after deducting underwriting discounts and commissions.

In contemplation of the IPO, on September 14, 2021, the Company completed the conversion (the “Conversion”), which included the following: DiCE Molecules Holdings LLC, converted from a Delaware limited liability company to a Delaware corporation by filing a certificate of conversion with the Secretary of State of the State of Delaware; and changed its name to DICE Therapeutics, Inc.

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holders of Series A-1 convertible preferred units of DiCE LLC received one share of Series A-1 convertible preferred stock of the Company for each unit of Series A-1 convertible preferred units held immediately prior to the Conversion;

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holders of Series A-2 convertible preferred units of DiCE LLC received one share of Series A-2 convertible preferred stock of the Company for each unit of Series A-2 convertible preferred units held immediately prior to the Conversion;

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holders of Series B convertible preferred units of DiCE LLC received one share of Series B convertible preferred stock of the Company for each unit of Series B convertible preferred units held immediately prior to the Conversion;

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holders of Series C convertible preferred units of DiCE LLC received one share of Series C convertible preferred stock of the Company for each unit of Series C convertible preferred units held immediately prior to the Conversion;

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holders of Series C-1 convertible preferred units of DiCE LLC received one share of Series C-1 convertible preferred stock of the Company for each unit of Series C-1 convertible preferred units held immediately prior to the Conversion;

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holders of common units of DiCE LLC received one share of common stock of the Company for each common unit held immediately prior to the Conversion; and

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each outstanding profit interest unit in DiCE LLC, all of which were intended to constitute profits interests for U.S. federal income tax purposes, converted into a number of shares of common stock of the Company based upon a conversion price determined by the board of directors. The conversion price was determined as the difference between the IPO price of $17.00 per share and the participating threshold for each profit interest unit. The Company issued 2,361,520 common stock shares upon conversion of profit interest units of DiCE LLC, of which 1,141,403 common stock shares continue to vest as per the original vesting terms of the profit interest awards.

The Company continues to hold all property and assets of DiCE LLC and assumed all of the debts and obligations of DiCE LLC. The Conversion was a tax-free reorganization, that included authorization to issue to capital stock consisting of 500,000,000 shares of common stock, $0.0001 par value per share, and 10,000,000 shares of undesignated preferred stock, $0.0001 par value per share.

Immediately prior to the closing of the IPO, 19,756,590 of convertible preferred stock issued by the Company in the Conversion converted into an equal number of shares of common stock.

On September 2, 2021, DiCE LLC Board approved a reverse split of the Company’s units at a 1-for- 4 ratio (the “Reverse Stock Split”). The Reverse Stock Split became effective on September 8, 2021. All issued and outstanding common units, convertible preferred units, profits interest units, common unit warrants, convertible preferred unit warrants, and per share amounts contained in the consolidated financial statements have been retroactively adjusted to reflect this Reverse Stock Split for all periods presented.

The Company has incurred significant operating losses since inception and has relied primarily on public and private equity to fund its operations. As of December 31, 2021, the Company had an accumulated deficit of $103.7 million. The Company expects to continue to incur substantial losses, and its ability to achieve and sustain profitability will depend on the successful development, approval, and commercialization of product candidates and on the achievement of sufficient revenue to support its cost structure. The Company may never achieve profitability, and until then, the Company will need to continue to raise additional capital. As of December 31, 2021, the Company had cash, cash equivalents, and marketable securities of $319.3 million. Based on the current plan, the Company believes that its cash, cash equivalents, and marketable securities as of December 31, 2021 provide sufficient capital resources to continue its operations for at least twelve months from the issuance date of these consolidated financial statements.