13G Filing: RA Capital Management and Sunesis Pharmaceuticals Inc (SNSS)

_________________________

¹ The shares reported herein for the Reporting Person
represent (i) 3,096,840 shares of the Issuer’s Common Stock beneficially owned and (ii) 500,000 shares of the Issuer’s
Common Stock the reporting person has the right to acquire through the exercise of warrants dated October 25, 2017 (“Warrant
Shares”).

² The number
of shares outstanding for purposes of this percentage calculation assumes (i) 34,248,322 outstanding shares of Common Stock of
the Issuer, based on the Issuer’s Form 10-Q as filed with the Securities and Exchange Commission (“SEC”) on November
2, 2017, plus (ii) the 500,000 Warrant Shares the reporting persons may acquire upon the exercise of warrants.