ZNTL / Zentalis Pharmaceuticals, Inc. - SEC Filings, Annual Report, Proxy Statement

Zentalis Pharmaceuticals, Inc.
US ˙ NasdaqGM ˙ US98943L1070

Basic Stats
CIK 1725160
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Zentalis Pharmaceuticals, Inc.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
August 26, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 26, 2025 ZENTALIS PHARMACE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 26, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82

August 26, 2025 EX-99.1

Zentalis Pharmaceuticals Appoints James B. Bucher, JD, as Chief Legal Officer and Corporate Secretary Seasoned life sciences legal executive brings extensive public company experience, including broad strategic and financial transaction expertise

Exhibit 99.1 Zentalis Pharmaceuticals Appoints James B. Bucher, JD, as Chief Legal Officer and Corporate Secretary Seasoned life sciences legal executive brings extensive public company experience, including broad strategic and financial transaction expertise SAN DIEGO — August 26, 2025 — Zentalis® Pharmaceuticals, Inc. (Nasdaq: ZNTL), a clinical-stage biopharmaceutical company developing a potent

August 6, 2025 EX-10.2

Consulting Agreement, dated April 25, 2025 between Zentalis Pharmaceuticals, Inc. and Mark Lackner, Ph.D.

Exhibit 10.2 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. Consulting Agreement This Consulting Agreement (the “Agreement”) is dated as of April 25, 2025, between Zentalis Pharmaceuticals, Inc., a Delaware corporation

August 6, 2025 EX-99.2

Corporate Presentation August 2025 Nasdaq: ZNTL 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking

zntlpresentationq22025 Corporate Presentation August 2025 Nasdaq: ZNTL 2 Zentalis Pharmaceuticals, Inc.

August 6, 2025 EX-10.1

Zentalis Pharmaceuticals, Inc

Exhibit 10.1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. RELEASE AGREEMENT This Release Agreement (the “Agreement”) is entered into by and among Mark Lackner, Ph.D. (“Executive”), Zentalis Pharmaceuticals, Inc. (“Pa

August 6, 2025 EX-99.1

Zentalis Pharmaceuticals Reports Second Quarter 2025 Financial Results and Operational Progress DENALI Phase 2 trial evaluating azenosertib in patients with Cyclin E1-positive PROC remains on track with topline data anticipated by year end 2026, with

Exhibit 99.1 Zentalis Pharmaceuticals Reports Second Quarter 2025 Financial Results and Operational Progress DENALI Phase 2 trial evaluating azenosertib in patients with Cyclin E1-positive PROC remains on track with topline data anticipated by year end 2026, with the potential to support an accelerated approval, subject to FDA feedback $303.4 million cash, cash equivalents and marketable securitie

August 6, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

August 6, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 6, 2025 ZENTALIS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 6, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

June 18, 2025 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 17, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

June 2, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 31, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

June 2, 2025 EX-99.1

METHODS Figure 3. Phase 1, Single‑Arm, Open‑Label, Multicenter, Dose‑Escalation Study Design and Patient Flow Key Eligibility Criteria • Age ≥18 years • Metastatic/Stage IV CRC • BRAFV600E mutation • Measurable disease per RECIST v1.1 • Adequate hema

METHODS Figure 3. Phase 1, Single‑Arm, Open‑Label, Multicenter, Dose‑Escalation Study Design and Patient Flow Key Eligibility Criteria • Age ≥18 years • Metastatic/Stage IV CRC • BRAFV600E mutation • Measurable disease per RECIST v1.1 • Adequate hematological and organ function • ECOG PS 0 or 1 • PD after 1-3 previous systemic regimens for metastatic disease • No prior treatment with a WEE1 inhibi

May 23, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 20, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 20, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

May 14, 2025 EX-FILING FEES

Filing Fee Table

Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Zentalis Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table I: Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 2022 Employment Induc

May 14, 2025 S-8

As filed with the Securities and Exchange Commission on May 14, 2025

As filed with the Securities and Exchange Commission on May 14, 2025 Registration No.

May 14, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

May 14, 2025 EX-99.1

Zentalis Pharmaceuticals Reports First Quarter 2025 Financial Results and Operational Progress First patient dosed in DENALI Part 2a clinical trial of azenosertib in patients with Cyclin E1+ PROC Topline data from DENALI Part 2 anticipated by year en

Exhibit 99.1 Zentalis Pharmaceuticals Reports First Quarter 2025 Financial Results and Operational Progress First patient dosed in DENALI Part 2a clinical trial of azenosertib in patients with Cyclin E1+ PROC Topline data from DENALI Part 2 anticipated by year end 2026 with the potential to support an accelerated approval, subject to FDA feedback $332.5 million cash, cash equivalents and marketabl

May 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 14, 2025 ZENTALIS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 14, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

April 30, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 30, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 28, 2025 EX-99.4

Figure 2. Combination of Azenosertib with Encorafenib + Cetuximab (E+C) Demonstrates Synergy in BRAFV600E-Driven CRC Models In Vitro 0 20 40 60 80 100 % In hi bi ti on 0 20 40 60 80 100 0 20 40 60 80 100 0 20 40 60 80 100 0 0.031 0.063 0.125 0.25 0.5

Figure 2. Combination of Azenosertib with Encorafenib + Cetuximab (E+C) Demonstrates Synergy in BRAFV600E-Driven CRC Models In Vitro 0 20 40 60 80 100 % In hi bi ti on 0 20 40 60 80 100 0 20 40 60 80 100 0 20 40 60 80 100 0 0.031 0.063 0.125 0.25 0.5 0 0.063 0.125 0.25 0.5 1 0 0.031 0.063 0.125 0.25 0.5 0 0.031 0.063 0.125 0.25 0.5 0.05 0.025 0.013 0.006 0.003 0.001 8e-4 4e-4 2e-4 0 0.1 0.05 0.025

April 28, 2025 EX-99.1

Figure 2. RB1 Loss Is Associated With Azenosertib Sensitivity in TP53‑Mutant Cancer Cell Lines 0.001 0.01 0.1 1 10 100 -1.0 -0.5 0.0 0.5 1.0 1.5 Concentration (µM) G R V al ue 0.001 0.01 0.1 1 10 100 -1.0 -0.5 0.0 0.5 1.0 1.5 Concentration (µM) G R V

Figure 2. RB1 Loss Is Associated With Azenosertib Sensitivity in TP53‑Mutant Cancer Cell Lines 0.001 0.01 0.1 1 10 100 -1.0 -0.5 0.0 0.5 1.0 1.5 Concentration (µM) G R V al ue 0.001 0.01 0.1 1 10 100 -1.0 -0.5 0.0 0.5 1.0 1.5 Concentration (µM) G R V al ue DMS53 TP53 mut/ RB1 wt TP53 mut/ RB1 mut SW1271 NCI-H1048 NCI-H1963 NCI-H446 NCI-H510 NCI-H524 NCI-H209 NCI-H526 MDA-MB-231 MDA-MB-468 BT549 TP

April 28, 2025 EX-99.2

Figure 3. RECIST Responders Showed a Higher Molecular Response Rate P = 0.012 Odds ratio (95% CI) = 0.26 (0.090-0.75) MR+ (N) MR- (N) RECIST Responder 20 5 RECIST Non-responder 50 48 PPV (95% CI) 28% (19-40%) NPV (95% CI) 91% (80-96%) 20/25 (80% MRR)

Figure 3. RECIST Responders Showed a Higher Molecular Response Rate P = 0.012 Odds ratio (95% CI) = 0.26 (0.090-0.75) MR+ (N) MR- (N) RECIST Responder 20 5 RECIST Non-responder 50 48 PPV (95% CI) 28% (19-40%) NPV (95% CI) 91% (80-96%) 20/25 (80% MRR) cOR 40/71 (56% MRR) SD 9/26 (35% MRR) 80% of responders per RECIST had a molecular response 91% of patients without molecular response were non-respo

April 28, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 27, 2025 ZENTALIS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 27, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

April 28, 2025 EX-99.3

Figure 2. Azenosertib Is a Selective WEE1 Inhibitor and Modulates WEE1‑Dependent Pathways in Cancer Cell Lines -10 -8 -6 0 0 0 0.1 0.3 1 0 0. 2 0. 5 1 2 0 0. 01 0. 02 5 0. 05 0. 1 1 2 3 4 5 6 7 8 9 10 11 Dose (µM) Dose (µM) p-CDK1 (Y15)Target engagem

a993liuetalazenomodelsi Figure 2. Azenosertib Is a Selective WEE1 Inhibitor and Modulates WEE1‑Dependent Pathways in Cancer Cell Lines -10 -8 -6 0 0 0 0.1 0.3 1 0 0. 2 0. 5 1 2 0 0. 01 0. 02 5 0. 05 0. 1 1 2 3 4 5 6 7 8 9 10 11 Dose (µM) Dose (µM) p-CDK1 (Y15)Target engagement CDK1 Cyclin E1 Cyclin B1 pS10-HH3 pS345-CHK1 γH2AX (S139) Cleaved Caspase-3 (D175) Vinculin Lane p-TCTP (S64) TCTP WEE1 p-

April 2, 2025 CORRESP

Zentalis Pharmaceuticals, Inc. 10275 Science Center Dr., Suite 200 San Diego, California 92121

Zentalis Pharmaceuticals, Inc. 10275 Science Center Dr., Suite 200 San Diego, California 92121 April 2, 2025 Via EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Zentalis Pharmaceuticals, Inc. Registration Statement on Form S-3 Filed March 26, 2025 File No. 333-286122 To whom it may concern: Pursuant to R

March 26, 2025 EX-10.10

, between Zeno Management, Inc. and

Exhibit 10.10 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”

March 26, 2025 EX-1.2

Sales Agreement, dated May 3, 2021, by and between the registrant and Leerink Partners LLC.

Exhibit 1.2 Zentalis Pharmaceuticals, Inc. Shares of Common Stock ($0.001 par value per share) SALES AGREEMENT May 3, 2021 SVB LEERINK LLC 1301 Avenue of the Americas, 12th Floor New York, New York 10019 Ladies and Gentlemen: Zentalis Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with SVB Leerink LLC (the “Agent”), as follows: 1. Issuance

March 26, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 26, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

March 26, 2025 EX-10.17

Consulting Agreement, dated November 13, 2024, between Zentalis Pharmaceuticals, Inc. and

Exhibit 10.17 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. Consulting Agreement This Consulting Agreement (the “Agreement”) is dated as of November 13, 2024, between Zentalis Pharmaceuticals, Inc., a Delaware corpora

March 26, 2025 EX-19.1

Insider Trading Compliance Policy

Exhibit 19.1 Zentalis Pharmaceuticals, Inc. Insider Trading Compliance Policy Introduction This Insider Trading Compliance Policy (this “Policy”) sets forth procedures designed to help persons covered by this Policy comply with U.S. federal and state insider trading laws. U.S. federal and state laws prohibit trading in the Securities (defined below) of a company while in possession of material non

March 26, 2025 EX-10.11

Employment Agreement, dated November 13, 2024, between Zeno Management, Inc. and

Exhibit 10.11 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”

March 26, 2025 EX-10.13

Zeno Management, Inc. and Kimberly Blackwell, M.D.

Exhibit 10.13 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. RELEASE AGREEMENT This Release Agreement (the “Agreement”) is entered into by and among Kimberly Blackwell, M.D. (“Executive”), Zentalis Pharmaceuticals, Inc

March 26, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-39263 Zentalis Pharm

March 26, 2025 EX-FILING FEES

Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-3 (Form Type) Zentalis Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registr

March 26, 2025 EX-4.3

Form of Indenture.

Exhibit 4.3 ZENTALIS PHARMACEUTICALS, INC. INDENTURE Dated as of, 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions. 1 Section 1.2. Other Definitions. 2 Section 1.3. Incorporation by Reference of Trust Indenture Act. 5 Section 1.4. Rules of Construction. 5 ARTICLE II. THE SECURITIES 6 Section 2.1. Issuable in Series. 6 Section 2.2

March 26, 2025 S-3

As filed with the Securities and Exchange Commission on March 26, 2025

As filed with the Securities and Exchange Commission on March 26, 2025 Registration No.

March 26, 2025 EX-10.16

, effective November 13, 2024, between Zentalis Pharmaceuticals, Inc., Zeno Management, Inc. and

Exhibit 10.16 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. RELEASE AGREEMENT This Release Agreement (the “Agreement”) is entered into by and among Cam Gallagher (“Executive”), Zentalis Pharmaceuticals, Inc. (“Parent”

March 26, 2025 EX-99.1

Zentalis Pharmaceuticals Reports Full Year 2024 Financial Results and Operational Updates Positive azenosertib clinical data demonstrated clinically meaningful results in patients with Cyclin E1+ platinum-resistant ovarian cancer (PROC) Topline data

Exhibit 99.1 Zentalis Pharmaceuticals Reports Full Year 2024 Financial Results and Operational Updates Positive azenosertib clinical data demonstrated clinically meaningful results in patients with Cyclin E1+ platinum-resistant ovarian cancer (PROC) Topline data from registration-intent DENALI Part 2 anticipated by year end 2026 Strengthened management team to support execution of highly focused s

March 26, 2025 EX-10.3

Non-Employee Director Compensation Program

Exhibit 10.3 ZENTALIS PHARMACEUTICALS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Effective January 1, 2025 Non-employee members of the board of directors (the “Board”) of Zentalis Pharmaceuticals, Inc. (the “Company”) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this “Program”). This Program has been adopted under the Company’s 2

March 26, 2025 EX-10.14

November 13, 2024, between Zentalis Pharmaceuticals, Inc. and Kimberly Blackwell, M.D.

Exhibit 10.14 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. Consulting Agreement This Consulting Agreement (the “Agreement”) is dated as of November 13, 2024, between Zentalis Pharmaceuticals, Inc., a Delaware corpora

March 26, 2025 EX-10.5

Zentalis Pharmaceuticals, Inc. 2022 Employment Inducement Incentive Award Plan, as

Exhibit 10.5.1 ZENTALIS PHARMACEUTICALS, INC. 2022 EMPLOYMENT INDUCEMENT INCENTIVE AWARD PLAN ARTICLE I. PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. Capitalized terms used in the Plan are defined in

March 17, 2025 EX-99.1

Zentalis Pharmaceuticals Presents Updated Clinical Data at the Society of Gynecologic Oncology 2025 Annual Meeting on Women’s Cancer Azenosertib median duration of response (mDOR) updated to 6.3 months in the ongoing DENALI Part 1b clinical trial in

Exhibit 99.1 Zentalis Pharmaceuticals Presents Updated Clinical Data at the Society of Gynecologic Oncology 2025 Annual Meeting on Women’s Cancer Azenosertib median duration of response (mDOR) updated to 6.3 months in the ongoing DENALI Part 1b clinical trial in patients with platinum-resistant ovarian cancer (PROC) and continues to demonstrate an objective response rate (ORR) of ~35% in response-

March 17, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 15, 2025 ZENTALIS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 15, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

March 17, 2025 EX-99.2

Exhibit 99.2 Cyclin E1 is a Predictive Biomarker of Azenosertib Benefit in Platinum-Resistant Ovarian Cancer (PROC): Outcomes From Part 1b of the DENALI Study (GOG-3066) Fiona Simpkins1,Alexandra Leary2, Lyndsay Willmott3, Bradley J. Monk4, Jean-Séba

simpkinssgoxdenalixpart Exhibit 99.2 Cyclin E1 is a Predictive Biomarker of Azenosertib Benefit in Platinum-Resistant Ovarian Cancer (PROC): Outcomes From Part 1b of the DENALI Study (GOG-3066) Fiona Simpkins1,Alexandra Leary2, Lyndsay Willmott3, Bradley J. Monk4, Jean-Sébastien Frenel5, David C. Starks6, Meena Okera7, Angeles Alvarez Secord8, David M. O’Malley9, Lainie Martin1, Kaissa Ouali2, Mar

February 14, 2025 EX-1

EXHIBIT 1

EX-1 2 ex1.htm EXHIBIT 1 WHEREAS, in accordance with Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934 (the "Act"), only one joint Statement and any amendments thereto need to be filed whenever one or more persons are required to file such a Statement or any amendments thereto pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in

February 4, 2025 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT I JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Common Stock, par value $0.

January 29, 2025 EX-99.2

Corporate Event January 29, 2025 Nasdaq: ZNTL Exhibit 99.2 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forwa

Corporate Event January 29, 2025 Nasdaq: ZNTL Exhibit 99.2 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. All statements contained in this presentation t

January 29, 2025 EX-99.1

Zentalis Pharmaceuticals Shares Updated Clinical Data Demonstrating Meaningful Azenosertib Activity in Cyclin E1+, Platinum-Resistant Ovarian Cancer Results from DENALI Part 1b show an Objective Response Rate (ORR) of ~35% in response-evaluable, heav

Exhibit 99.1 Zentalis Pharmaceuticals Shares Updated Clinical Data Demonstrating Meaningful Azenosertib Activity in Cyclin E1+, Platinum-Resistant Ovarian Cancer Results from DENALI Part 1b show an Objective Response Rate (ORR) of ~35% in response-evaluable, heavily-pretreated patients with Cyclin E1+ platinum-resistant ovarian cancer (PROC) Across monotherapy cohorts in key clinical studies, well

January 29, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 29, 2025 ZENTALIS PHARMAC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 29, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 8

January 28, 2025 EX-99.1

Zentalis Pharmaceuticals Announces Strategic Restructuring to Support Late-Stage Azenosertib Development Extended cash runway into late 2027, beyond a potentially registration-enabling azenosertib data readout from DENALI Part 2 Planned workforce red

Exhibit 99.1 Zentalis Pharmaceuticals Announces Strategic Restructuring to Support Late-Stage Azenosertib Development Extended cash runway into late 2027, beyond a potentially registration-enabling azenosertib data readout from DENALI Part 2 Planned workforce reduction of approximately 40% of employees Corporate event to be held on January 29, 2025 at 8:00am ET to provide key updates on azenoserti

January 28, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 22, 2025 ZENTALIS PHARMAC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 22, 2025 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 8

December 19, 2024 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K/A —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 17, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-3926

November 14, 2024 SC 13G/A

ZNTL / Zentalis Pharmaceuticals, Inc. / CITADEL ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm2427061d18sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (the “S

November 13, 2024 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 12, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263

November 13, 2024 EX-99.1

Zentalis Pharmaceuticals Announces Executive Leadership Changes Supporting Planned Registrational Clinical Studies of Azenosertib Julie Eastland appointed Chief Executive Officer, President and Director Ingmar Bruns, M.D., appointed Chief Medical Off

Exhibit 99.1 Zentalis Pharmaceuticals Announces Executive Leadership Changes Supporting Planned Registrational Clinical Studies of Azenosertib Julie Eastland appointed Chief Executive Officer, President and Director Ingmar Bruns, M.D., appointed Chief Medical Officer Scott Myers appointed to the Board of Directors as Chairperson SAN DIEGO — November 13, 2024 — Zentalis® Pharmaceuticals, Inc. (Nasd

November 12, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

November 12, 2024 EX-10.1

, 2024, among Zentalis Pharmaceuticals, Inc., Zeno Management, Inc., and

Exhibit 10.1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is both (i) not material and (ii) the type that the Registrant treats as private or confidential. 1 RELEASE AGREEMENT This Release Agreement (the “Agreement”) is entered into by and among Diana Hausman, M.D. (“Executive”), Zentalis Pharmaceuticals, Inc. (

November 6, 2024 SC 13G/A

ZNTL / Zentalis Pharmaceuticals, Inc. / EVENTIDE ASSET MANAGEMENT, LLC - SC 13G/A Passive Investment

SC 13G/A 1 sc13gazentalis.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Zentalis Pharmaceuticals, Inc. (Name of Issuer – as specified in its charter) Common Stock, $0.001 par value per share (Title of Class of Securities) 98943L107 (CUSIP Number) October 31, 2024 (Date of Event which Requires Filing

October 18, 2024 SC 13G/A

ZNTL / Zentalis Pharmaceuticals, Inc. / STATE STREET CORP Passive Investment

SC 13G/A 1 ZentalisPharmaInc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ZENTALIS PHARMACEUTICALS INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 98943L107 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rul

October 10, 2024 CORRESP

2

October 10, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.

September 16, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 16, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263

September 16, 2024 EX-99.1

Zentalis Pharmaceuticals Announces FDA Has Lifted Partial Clinical Hold on Azenosertib Studies Company on track to present data from key clinical studies of azenosertib in the fourth quarter of 2024

Exhibit 99.1 Zentalis Pharmaceuticals Announces FDA Has Lifted Partial Clinical Hold on Azenosertib Studies Company on track to present data from key clinical studies of azenosertib in the fourth quarter of 2024 SAN DIEGO — September 16, 2024 — Zentalis® Pharmaceuticals, Inc. (Nasdaq: ZNTL), a clinical-stage biopharmaceutical company discovering and developing clinically differentiated small molec

August 9, 2024 EX-10.1

, 2024, among Zentalis Pharmaceuticals, Inc., Zeno Management, Inc., and

Exhibit 10.1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is both (i) not material and (ii) the type that the Registrant treats as private or confidential. 1 RELEASE AGREEMENT This Release Agreement (the “Agreement”) is entered into by and among Melissa Epperly (“Executive”), Zentalis Pharmaceuticals, Inc. (“Par

August 9, 2024 EX-99.1

Zentalis Pharmaceuticals Reports Second Quarter 2024 Financial Results and Operational Progress $426.4M cash, cash equivalents and marketable securities as of June 30, 2024; Projected cash runway into mid-2026

Exhibit 99.1 Zentalis Pharmaceuticals Reports Second Quarter 2024 Financial Results and Operational Progress $426.4M cash, cash equivalents and marketable securities as of June 30, 2024; Projected cash runway into mid-2026 SAN DIEGO — August 9, 2024 — Zentalis® Pharmaceuticals, Inc. (Nasdaq: ZNTL), a clinical-stage biopharmaceutical company discovering and developing clinically differentiated smal

August 9, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

August 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2024 ZENTALIS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

June 21, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 21, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

June 3, 2024 EX-99.1

Corporate Presentation Nasdaq: ZNTL June 2024 Exhibit 99.1 2 Forward Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that acc

zentaliscorporatepresent Corporate Presentation Nasdaq: ZNTL June 2024 Exhibit 99.

June 3, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 3, 2024 ZENTALIS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 3, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

May 29, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 29, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 24, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

May 7, 2024 EX-99.1

Zentalis Pharmaceuticals Reports First Quarter 2024 Financial Results and Operational Progress Azenosertib clinical development plan on track with multiple data readouts in gynecological and other cancer types anticipated in the second half of 2024 a

Exhibit 99.1 Zentalis Pharmaceuticals Reports First Quarter 2024 Financial Results and Operational Progress Azenosertib clinical development plan on track with multiple data readouts in gynecological and other cancer types anticipated in the second half of 2024 and into 2025 Final results from Phase 1 study of azenosertib in combination with gemcitabine in adult and pediatric patients with relapse

May 7, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

May 7, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 7, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-360

April 29, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 29, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 11, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 5, 2024 ZENTALIS PHARMACEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 5, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

April 9, 2024 EX-99.1

Corporate Presentation Nasdaq: ZNTL April 2024 Exhibit 99.1 2 Forward Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that ac

Corporate Presentation Nasdaq: ZNTL April 2024 Exhibit 99.1 2 Forward Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. All

April 9, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 9, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

February 29, 2024 EX-1.2

Sales Agreement, dated May 3, 2021, by and between the registrant and Leerink Partners LLC.

Exhibit 1.2 Zentalis Pharmaceuticals, Inc. Shares of Common Stock ($0.001 par value per share) SALES AGREEMENT May 3, 2021 SVB LEERINK LLC 1301 Avenue of the Americas, 12th Floor New York, New York 10019 Ladies and Gentlemen: Zentalis Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with SVB Leerink LLC (the “Agent”), as follows: 1. Issuance

February 29, 2024 S-3ASR

As filed with the Securities and Exchange Commission on February 29, 2024

As filed with the Securities and Exchange Commission on February 29, 2024 Registration No.

February 29, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Zentalis Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table I: Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 2022 Employment Induc

February 29, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Zentalis Pharmaceuticals, Inc.

February 29, 2024 EX-4.3

Form of Indenture.

Exhibit 4.3 ZENTALIS PHARMACEUTICALS, INC. INDENTURE Dated as of, 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions. 1 Section 1.2. Other Definitions. 4 Section 1.3. Incorporation by Reference of Trust Indenture Act. 5 Section 1.4. Rules of Construction. 5 ARTICLE II. THE SECURITIES 6 Section 2.1. Issuable in Series. 6 Section 2.2

February 29, 2024 S-8

As filed with the Securities and Exchange Commission on February 29, 2024

As filed with the Securities and Exchange Commission on February 29, 2024 Registration No.

February 27, 2024 EX-10.23

Amended and Restated Employment Agreement, effective December 31, 2023, between Zeno Management, Inc. and Mark Lackner, Ph.D.

Exhibit 10.23 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the “Parent”), and Mark Lackner (“Executive”), and shall be effective as of Executive’s commencement of service as the C

February 27, 2024 EX-10.6

Pharmaceuticals, Inc. 2022 Employment Inducement Incentive Award Plan, as amended

Exhibit 10.6.1 1 ZENTALIS PHARMACEUTICALS, INC. 2022 EMPLOYMENT INDUCEMENT INCENTIVE AWARD PLAN ARTICLE I. PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. Capitalized terms used in the Plan are defined i

February 27, 2024 EX-10.16

9, 2024, between Zentalis Pharmaceuticals, Inc. and Carrie Brown

Exhibit 10.16 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. CONSULTING AGREEMENT This CONSULTING AGREEMENT (the “Agreement”) is dated as of January 19, 2024, between ZENTALIS PHARMACEUTICALS, INC., a Delaware corporat

February 27, 2024 EX-21.1

List of Subsidiaries of Zentalis Pharmaceuticals, Inc.

Exhibit 21.1 Subsidiaries of Zentalis Pharmaceuticals, Inc. Legal Name of Subsidiary Jurisdiction of Organization Zeno Management, Inc. Delaware Zeno Pharmaceuticals, Inc. Delaware Zeno Alpha, Inc. Delaware K-Group Alpha, Inc. Delaware K-Group Beta, Inc. Delaware Zentalis Pharmaceuticals Australia Pty Ltd. Australia

February 27, 2024 EX-10.19

General Release Agreement, dated January 2, 2024, among Zentalis Pharmaceuticals, Inc., Zeno Management, Inc., and Kevin Bunker, Ph.D.

1 General Release of All Claims This General Release of All Claims (“Release”) is entered into as of this 2nd day of January, 2024, among Kevin Bunker, Ph.

February 27, 2024 EX-10.3

Non-Employee Director Compensation Program

Exhibit 10.3 ZENTALIS PHARMACEUTICALS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Effective January 1, 2024 Non-employee members of the board of directors (the “Board”) of Zentalis Pharmaceuticals, Inc. (the “Company”) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this “Program”). This Program has been adopted under the Company’s 2

February 27, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 27, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263

February 27, 2024 EX-97

entalis Pharmaceuticals, Inc. Policy for Erroneously

Exhibit 97 ZENTALIS PHARMACEUTICALS, INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION The Board of Directors (the “Board”) of Zentalis Pharmaceuticals, Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined herein

February 27, 2024 EX-99.1

Zentalis Pharmaceuticals Reports Full Year 2023 Financial Results and Operational Updates Robust azenosertib clinical development plan ongoing and on track with multiple clinical catalysts anticipated, including monotherapy and combination data reado

Exhibit 99.1 Zentalis Pharmaceuticals Reports Full Year 2023 Financial Results and Operational Updates Robust azenosertib clinical development plan ongoing and on track with multiple clinical catalysts anticipated, including monotherapy and combination data readouts in gynecological and other cancer types during 2024 Strengthened management team with appointments of Diana Hausman, M.D., as Chief M

February 27, 2024 EX-10.18

ransition and Release Agreement, dated November 1, 2023,

1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).

February 27, 2024 EX-10.24

9, 2024, between Zeno Management, Inc., and Diana Hausman, M.D.

Exhibit 10.24 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of January 19, 2024, by and between Zeno Management, Inc., a Delaware corporation (the “Company”) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the “Parent”), and Diana Hausman, M.D. (“Executive”), and shall be effective as of the date of Executive’s commencement of employment with

February 27, 2024 EX-10.15

elease Agreement, dated January 19, 2024, among Zentalis Pharmaceuticals, Inc., Zeno Management, Inc., and Carrie Brownstein, M.D.

Exhibit 10.15 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. 1 RELEASE AGREEMENT This Release Agreement (the “Agreement”) is entered into by and among Carrie Brownstein, M.D. (“Executive”), Zentalis Pharmaceuticals, In

February 27, 2024 EX-10.20

onsulting Agreement, dated November 1, 2023, between Zentalis Pharmaceutic

Exhibit 10.20 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. CONSULTING AGREEMENT This CONSULTING AGREEMENT (the “Agreement”) is dated as of November 1, 2023, between ZENTALIS PHARMACEUTICALS, INC., a Delaware corporat

February 27, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-39263 Zentalis Pharm

February 27, 2024 EX-10.9

Amendment to Lease, dated December 11, 2023, between Zentalis Pharmaceuticals, Inc. and ESRT 1359 BROADWAY, L.L.C.

Exhibit 10.9.2 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. AMENDMENT OF LEASE THIS AMENDMENT OF LEASE, made as of the 11th day of December, 2023 (this "Amendment"), by and between ESRT 1359 BROADWAY, L.L.C., a Delaw

February 15, 2024 EX-3.1

Amended and Restated Bylaws of Zentalis Pharmaceuticals, Inc.

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF ZENTALIS PHARMACEUTICALS, INC. (a Delaware corporation) TABLE OF CONTENTS Page ARTICLE I - CORPORATE OFFICES 1 1.1 REGISTERED OFFICE 1 1.2 OTHER OFFICES 1 ARTICLE II - MEETINGS OF STOCKHOLDERS 1 2.1 PLACE OF MEETINGS 1 2.2 ANNUAL MEETING 1 2.3 SPECIAL MEETING 1 2.4 NOTICE OF BUSINESS TO BE BROUGHT BEFORE A MEETING 2 2.5 NOTICE OF NOMINATIONS FOR ELECTION

February 15, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 12, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263

February 14, 2024 SC 13G/A

ZNTL / Zentalis Pharmaceuticals, Inc. / CITADEL ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm243573d20sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 1)* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (the “Sh

February 13, 2024 SC 13G/A

ZNTL / Zentalis Pharmaceuticals, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02328-zentalispharmaceutic.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Zentalis Pharmaceuticals Inc Title of Class of Securities: Common Stock CUSIP Number: 98943L107 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate b

February 13, 2024 SC 13G/A

ZNTL / Zentalis Pharmaceuticals, Inc. / Avidity Partners Management LP Passive Investment

SC 13G/A 1 d1097782213g-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 98943L107 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check t

February 9, 2024 SC 13G/A

ZNTL / Zentalis Pharmaceuticals, Inc. / Capital International Investors - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98943L107 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropr

February 9, 2024 SC 13G/A

ZNTL / Zentalis Pharmaceuticals, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98943L107 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

January 25, 2024 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 19, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 8

January 25, 2024 EX-99.1

Zentalis Pharmaceuticals Strengthens Management Team with Key Appointments Diana Hausman, M.D., Accomplished Oncologist and Drug Developer, Appointed Chief Medical Officer Kyle Rasbach, Ph.D., Pharm.D., Experienced Biotechnology Portfolio Manager, Ap

Exhibit 99.1 Zentalis Pharmaceuticals Strengthens Management Team with Key Appointments Diana Hausman, M.D., Accomplished Oncologist and Drug Developer, Appointed Chief Medical Officer Kyle Rasbach, Ph.D., Pharm.D., Experienced Biotechnology Portfolio Manager, Appointed Chief Business Officer NEW YORK & SAN DIEGO, January 25, 2024 - Zentalis® Pharmaceuticals, Inc. (Nasdaq: ZNTL), a clinical-stage

January 8, 2024 EX-99.1

Immunome Exclusively Licenses Zentalis ROR1 Antibody-Drug Conjugate and Proprietary Technology Platform - Exclusive worldwide license agreement for preclinical ROR1 ADC, on track to submit IND in 1Q 2025 - - Proprietary ADC platform enhances Immunome

Exhibit 99.1 Immunome Exclusively Licenses Zentalis ROR1 Antibody-Drug Conjugate and Proprietary Technology Platform - Exclusive worldwide license agreement for preclinical ROR1 ADC, on track to submit IND in 1Q 2025 - - Proprietary ADC platform enhances Immunome’s development of next-generation ADC programs - - Zentalis to receive up-front payment of $35 million in cash and Immunome common stock

January 8, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 5, 2024 ZENTALIS PHARMACE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 5, 2024 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82

December 11, 2023 SC 13G/A

ZNTL / Zentalis Pharmaceuticals Inc / EVENTIDE ASSET MANAGEMENT, LLC - SC 13G/A Passive Investment

SC 13G/A 1 sc13g-zentalis.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zentalis Pharmaceuticals, Inc. (Name of Issuer – as specified in its charter) Common Stock, $0.001 par value per share (Title of Class of Securities) 98943L107 (CUSIP Number) November 30, 2023 (Date of Event which Requires Filing

November 17, 2023 SC 13G

ZNTL / Zentalis Pharmaceuticals Inc / CITADEL ADVISORS LLC - SC 13G Passive Investment

SC 13G 1 tm2331049d3sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. )* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (the “Shares”)

November 6, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

November 6, 2023 EX-99.2

Corporate Presentation Nasdaq: ZNTL November 2023 Exhibit 99.2 2 Forward Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that

Corporate Presentation Nasdaq: ZNTL November 2023 Exhibit 99.2 2 Forward Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. A

November 6, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 6, 2023 ZENTALIS PHARMAC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 6, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 8

November 6, 2023 EX-99.1

Zentalis Pharmaceuticals Reports Third Quarter 2023 Financial Results and Operational Updates Updated data from azenosertib monotherapy study with longer follow up shows 37% ORR and mPFS of 6.5 months in heavily pretreated ovarian and uterine serous

Exhibit 99.1 Zentalis Pharmaceuticals Reports Third Quarter 2023 Financial Results and Operational Updates Updated data from azenosertib monotherapy study with longer follow up shows 37% ORR and mPFS of 6.5 months in heavily pretreated ovarian and uterine serous carcinoma patients Azenosertib programs on track for first NDA submission in a gynecologic malignancy in 2026 Sharing key clinical milest

October 10, 2023 SC 13G

ZNTL / Zentalis Pharmaceuticals Inc / EVENTIDE ASSET MANAGEMENT, LLC - SC 13G Passive Investment

SC 13G 1 sc13geventide.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 0)* Zentalis Pharmaceuticals, Inc. (Name of Issuer – as specified in its charter) Common Stock, $0.001 par value per share (Title of Class of Securities) 98943L107 (CUSIP Number) September 30, 2023 (Date of Event which Requires Filing of

October 6, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 6, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82

September 13, 2023 EX-99.1

Corporate Presentation September 2023 Nasdaq: ZNTL 2 Forward Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies

Corporate Presentation September 2023 Nasdaq: ZNTL 2 Forward Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc.

September 13, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 13, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263

August 9, 2023 EX-99.1

Zentalis Pharmaceuticals Reports Second Quarter 2023 Financial Results and Operational Updates Azenosertib monotherapy achieved an ORR of 36.8% in heavily pretreated platinum-resistant ovarian cancer and USC patients who received intermittent dosing

Exhibit 99.1 Zentalis Pharmaceuticals Reports Second Quarter 2023 Financial Results and Operational Updates Azenosertib monotherapy achieved an ORR of 36.8% in heavily pretreated platinum-resistant ovarian cancer and USC patients who received intermittent dosing Identified azenosertib monotherapy RP2D, which more than doubles exposure levels, maintains safety and improves tolerability with no trea

August 9, 2023 EX-99.1

Corporate Presentation August 2023 Nasdaq: ZNTL Exhibit 99.1 2 Forward Looking Statement and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that ac

zentaliscorporatedeckaug Corporate Presentation August 2023 Nasdaq: ZNTL Exhibit 99.

August 9, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

August 9, 2023 EX-10.1

Third Amended and Restated License Agreement, dated June 5, 2023, by and between Zeno Management, Inc. and Recurium IP Holdings, LLC

Exhibit 10.1 Execution Version [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. THIRD AMENDED AND RESTATED LICENSE AGREEMENT between Recurium IP Holdings, LLC, and Zeno Management, Inc. Dated: June 5, 2023 TABLE OF CONTE

August 9, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

August 9, 2023 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

June 20, 2023 SC 13D/A

ZNTL / Zentalis Pharmaceuticals Inc / Matrix Capital Management Company, LP - ZENTALIS PHARMACEUTICALS, INC. Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 98943L107 (CUSIP Number) Gregory A. Brown Matrix Capital Management Company LP Bay Colony Corporate Center 1000 Winter Street, Suite 4500 Waltham,

June 16, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 16, 2023 ZENTALIS PHARMACEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 16, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

June 16, 2023 EX-3.1

Certificate of Amendment to Certificate of Incorporation of Zentalis Pharmaceuticals, Inc., dated June 16, 2023

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF ZENTALIS PHARMACEUTICALS, INC. ZENTALIS PHARMACEUTICALS, INC. (the “Corporation”), a corporation duly organized and existing under the General Corporation Law of the State of Delaware, does hereby certify as follows: 1.That, at a meeting of the Board of Directors of the Corporation, resolutions were duly adopted recommending a

June 15, 2023 EX-1.1

, 2023, by and among the Company and Morgan Stanley & Co. LLC, Jefferies LLC and SVB Securities LLC, as representatives of the several underwriters named therein.

Exhibit 1.1 11,032,656 Shares ZENTALIS PHARMACEUTICALS, INC. COMMON STOCK (PAR VALUE $0.001 PER SHARE) UNDERWRITING AGREEMENT June 15, 2023 1 June 15, 2023 Morgan Stanley & Co. LLC Jefferies LLC SVB Securities LLC As Representatives of the several Underwriters named in Schedule I hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Jefferies LLC 520 Madison Avenue New Yor

June 15, 2023 424B5

11,032,656 Shares Common Stock

Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-255769 PROSPECTUS SUPPLEMENT (to Prospectus dated May 4, 2021) 11,032,656 Shares Common Stock We are offering 11,032,656 shares of our common stock. Our common stock is listed on The Nasdaq Global Market under the symbol “ZNTL.” On June 14, 2023, the last reported sale price of our common stock on The Nasdaq Global Market was $24.63 p

June 15, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 15, 2023 ZENTALIS PHARMACEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 15, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

June 15, 2023 FWP

ZENTALIS PHARMACEUTICALS, INC.

Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Dated June 15, 2023 Relating to Prospectus Dated May 4, 2021 Registration Statement No.

June 15, 2023 EX-FILING FEES

Calculation of Filing Fee Tables (Form Type) Zentalis Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Zentalis Pharmaceuticals, Inc.

June 15, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 15, 2023 ZENTALIS PHARMACEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 15, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

June 6, 2023 EX-99.1

Zentalis Announces Intermittent Azenosertib Monotherapy Dosing Nearly Doubles Efficacy Over Continuous Dosing ORR of 36.8% in heavily pretreated platinum-resistant ovarian cancer and USC patients treated with intermittent dosing Establishes monothera

Exhibit 99.1 Zentalis Announces Intermittent Azenosertib Monotherapy Dosing Nearly Doubles Efficacy Over Continuous Dosing ORR of 36.8% in heavily pretreated platinum-resistant ovarian cancer and USC patients treated with intermittent dosing Establishes monotherapy RP2D of 400 mg QD with 5:2 dosing schedule; New RP2D more than doubles exposure levels, maintains safety and improves tolerability wit

June 6, 2023 EX-99.3

Azenosertib Clinical Update Dose Selection, Monotherapy and Chemotherapy Combinations Efficacy and Safety and Ongoing Development June 2023 Nasdaq: ZNTL 2 Forward Looking Statement and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Ze

ex993-zentalisinvestorwe Azenosertib Clinical Update Dose Selection, Monotherapy and Chemotherapy Combinations Efficacy and Safety and Ongoing Development June 2023 Nasdaq: ZNTL 2 Forward Looking Statement and Disclaimer Zentalis Pharmaceuticals, Inc.

June 6, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 6, 2023 ZENTALIS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 6, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

June 6, 2023 EX-99.2

Corporate Presentation June 2023 Nasdaq: ZNTL 2 Forward Looking Statement and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this

ex992-zentaliscorporated Corporate Presentation June 2023 Nasdaq: ZNTL 2 Forward Looking Statement and Disclaimer Zentalis Pharmaceuticals, Inc.

June 5, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 5, 2023 ZENTALIS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 5, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

June 5, 2023 EX-99.2

Correlation of Cyclin E1 Expression and Clinical Outcomes in a Phase 1b Dose-Escalation Study of Azenosertib (ZN-c3), a WEE1 inhibitor, in Combination with Chemotherapy (CT) in Patients (pts) with Platinum-Resistant or Refractory (R/R) Epithelial Ova

ex992-liuetalasco2023 Correlation of Cyclin E1 Expression and Clinical Outcomes in a Phase 1b Dose-Escalation Study of Azenosertib (ZN-c3), a WEE1 inhibitor, in Combination with Chemotherapy (CT) in Patients (pts) with Platinum-Resistant or Refractory (R/R) Epithelial Ovarian, Peritoneal, or Fallopian Tube Cancer (EOC) Joyce Liu1, Siqing Fu2, Gary Richardson3, Zivko Vranjes4, Tarek Meniawy5, Catherine Shannon6, Erika P.

June 5, 2023 EX-99.1

A Phase 1/2 Dose Escalation Study of the BCL-2 Inhibitor ZN-d5 and the WEE1 Inhibitor Azenosertib (ZN-c3) in Patients (Pts) With Acute Myeloid Leukemia (AML) Catherine Smith1, Pankit Vachhani2, Guillermo Garcia Manero3, Nicole Grieselhuber4, Guru Sub

ex991-smithasco2023xznx A Phase 1/2 Dose Escalation Study of the BCL-2 Inhibitor ZN-d5 and the WEE1 Inhibitor Azenosertib (ZN-c3) in Patients (Pts) With Acute Myeloid Leukemia (AML) Catherine Smith1, Pankit Vachhani2, Guillermo Garcia Manero3, Nicole Grieselhuber4, Guru Subramanian Guru Murthy5, Astha Bhatia6, Jatinder Arora6, Hooman Izadi7, Anthony Fiorino7, Raajit Rampal8 1Division of Hematology

May 26, 2023 EX-99.1

Zentalis Announces Presentation of Positive Phase 1b Data Demonstrating Durable Responses and Favorable Safety Profile of Azenosertib in Combination with Chemotherapy at the 2023 ASCO Annual Meeting Strong anti-tumor activity shown in a platinum-resi

Exhibit 99.1 Zentalis Announces Presentation of Positive Phase 1b Data Demonstrating Durable Responses and Favorable Safety Profile of Azenosertib in Combination with Chemotherapy at the 2023 ASCO Annual Meeting Strong anti-tumor activity shown in a platinum-resistant ovarian cancer population, with a confirmed ORR of 50.0% and mPFS of 7.4 months in combination with paclitaxel, and a confirmed ORR

May 26, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 25, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

May 10, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 10, 2023 ZENTALIS PHARMACEUTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 10, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

May 10, 2023 EX-10.1

Form of Indemnification Agreement for Directors and Officers

Exhibit 10.1 Zentalis Pharmaceuticals, Inc. Indemnification Agreement THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , between Zentalis Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and [Name] (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering indemnification and advanc

May 10, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

May 10, 2023 EX-10.2

Sublease, effective March 6, 2023, between Zentalis Pharmaceuticals, Inc. and L.M. Cohen & Co. LLP Certified Public Accountants, as amended on April 10, 2023

Exhibit 10.2 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. AGREEMENT OF SUBLEASE AGREEMENT OF SUBLEASE (the “Sublease Agreement” or “Sublease”), dated as of the 6th day of March, 2023, by and between ZENTALIS PHARMACE

May 10, 2023 EX-99.1

Zentalis Pharmaceuticals Reports First Quarter 2023 Financial Results and Operational Updates On track to disclose monotherapy dose and updates on currently accruing trials for azenosertib, a potentially first-in-class and best-in-class WEE1 inhibito

Exhibit 99.1 Zentalis Pharmaceuticals Reports First Quarter 2023 Financial Results and Operational Updates On track to disclose monotherapy dose and updates on currently accruing trials for azenosertib, a potentially first-in-class and best-in-class WEE1 inhibitor, in 1H 2023 Positive Phase 1b azenosertib + chemotherapy clinical data in ovarian cancer to be presented ahead of original guidance at

April 28, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 28, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 26, 2023 EX-99.1

Zentalis to present positive clinical data in ovarian cancer combining azenosertib and chemotherapy, including clinical support for Cyclin E1 expression as predictive marker for clinical benefit from azenosertib at the 2023 ASCO Annual Meeting Builds

Zentalis to present positive clinical data in ovarian cancer combining azenosertib and chemotherapy, including clinical support for Cyclin E1 expression as predictive marker for clinical benefit from azenosertib at the 2023 ASCO Annual Meeting Builds on recent preclinical data presented at AACR supporting the use of CCNE1 amplification and / or Cyclin E1 expression as a potential marker for the enrichment of patient populations for treatment with azenosertib Company also announces collaborations with Foundation Medicine and Roche Diagnostics to advance the development of azenosertib NEW YORK & SAN DIEGO, April 26, 2023 - Zentalis® Pharmaceuticals, Inc.

April 26, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 26, 2023 ZENTALIS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 26, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

April 18, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 17, 2023 EX-99.2

1 CORPORATE PRESENTATION April 2023 Exhibit 99.2 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking

zentaliscorporatedeck-ap 1 CORPORATE PRESENTATION April 2023 Exhibit 99.2 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. All statements contained in this

April 17, 2023 EX-99.1

Zentalis announces preclinical data supporting Cyclin E1 as a predictive marker for azenosertib treatment at AACR Annual Meeting 2023 Data suggest Cyclin E1 plays a critical role in high proportion of multiple tumor types including platinum-resistant

Exhibit 99.1 Zentalis announces preclinical data supporting Cyclin E1 as a predictive marker for azenosertib treatment at AACR Annual Meeting 2023 Data suggest Cyclin E1 plays a critical role in high proportion of multiple tumor types including platinum-resistant ovarian cancer Company anticipates sharing clinical data from ovarian chemotherapy combination study, including data on CCNE1 amplificat

April 17, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 17, 2023 ZENTALIS PHARMACEU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 17, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

March 10, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 10, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-

March 10, 2023 SC 13G/A

ZNTL / Zentalis Pharmaceuticals Inc / SUN ANTHONY Y - SC 13G/A Passive Investment

United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of S

March 9, 2023 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 6, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

March 1, 2023 EX-10.13

Amended and Restated Employment Agreement, dated February 28, 2023, between Zeno Management, Inc. and Cam S. Gallagher

Exhibit 10.13 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the “Parent”), and Cam Gallagher (“Executive”), and shall be effective as of February 28, 2023 (the “Effective Date”). W

March 1, 2023 EX-21.1

List of Subsidiaries of Zentalis Pharmaceuticals, Inc.

Exhibit 21.1 Subsidiaries of Zentalis Pharmaceuticals, Inc. Legal Name of Subsidiary Jurisdiction of Organization Zeno Management, Inc. Delaware Zeno Pharmaceuticals, Inc. Delaware Zeno Alpha, Inc. Delaware Zeno Beta, Inc. Delaware Zeno Gamma, Inc. Delaware K-Group Alpha, Inc. Delaware K-Group Beta, Inc. Delaware Zentalis Pharmaceuticals Australia Pty Ltd. Australia Zentalis Eta, Inc. Delaware

March 1, 2023 EX-99.2

1 CORPORATE PRESENTATION March 2023 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements w

zentaliscorporatedeck-ma 1 CORPORATE PRESENTATION March 2023 2 Zentalis Pharmaceuticals, Inc.

March 1, 2023 EX-10.18 3

Compound Specific Patent Rights Amendment to the Second Amended and Restated License Agreement, dated March 17, 2022, by and between Zeno Management, Inc. and Recurium IP Holdings, LLC

Exhibit 10.18.3 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. COMPOUND SPECIFIC PATENT RIGHTS AMENDMENT TO THE SECOND AMENDED AND RESTATED LICENSE AGREEMENT between Recurium IP Holdings, LLC, and Zeno Management, Inc.

March 1, 2023 EX-10.15

, 2023, between Zeno Management, Inc. and Kevin Bunker, Ph.D.

Exhibit 10.15 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the “Parent”), and Kevin Bunker, Ph.D. (“Executive”), and shall be effective as of February 28, 2023 (the “Effective Dat

March 1, 2023 EX-10.14

Amended and Restated Employment Agreement, dated February 28, 2023, between Zeno Management, Inc. and

Exhibit 10.14 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the “Parent”), and Carrie Brownstein (“Executive”), and shall be effective as of February 28, 2023 (the “Effective Date”

March 1, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-39263 Zentalis Pharm

March 1, 2023 EX-10.3

Non-Employee Director Compensation Program

Exhibit 10.3 ZENTALIS PHARMACEUTICALS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Effective January 5, 2023 Non-employee members of the board of directors (the “Board”) of Zentalis Pharmaceuticals, Inc. (the “Company”) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this “Program”). This Program has been adopted under the Company’s 2

March 1, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 1, 2023 ZENTALIS PHARMACEUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 1, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

March 1, 2023 EX-10.11

Amended and Restated Employment Agreement, effective as of

Exhibit 10.11 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the “Parent”), and Melissa Epperly (“Executive”), and shall be effective as of February 28, 2023 (the “Effective Date”).

March 1, 2023 EX-10.12

Amended and Restated Employment Agreement, dated February 28, 2023, between Zeno Management, Inc. and Kimberly Blackwell, M.D.

Exhibit 10.12 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”) and a wholly-owned subsidiary of Zentalis Pharmaceuticals, Inc. (the “Parent”), and Kimberly Blackwell, M.D. (“Executive”), and shall be effective as of February 28, 2023 (the “Effectiv

March 1, 2023 EX-10.16

Amended and Restated Employment Agreement, dated February 28, 2023, between Zeno Management, Inc. and Andrea Paul

Exhibit 10.16 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zeno Management, Inc., a Delaware corporation (the “Company”) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the “Parent”), and Andrea Paul (“Executive”), and shall be effective as of February 28, 2023 (the “Effective Date”). WHE

March 1, 2023 EX-99.1

Zentalis Pharmaceuticals Reports Full Year 2022 Financial Results and Operational Updates On track to declare monotherapy RP2D for potentially first-in-class/best-in-class Wee1 inhibitor, azenosertib (ZN-c3), and provide program updates and potential

Zentalis Pharmaceuticals Reports Full Year 2022 Financial Results and Operational Updates On track to declare monotherapy RP2D for potentially first-in-class/best-in-class Wee1 inhibitor, azenosertib (ZN-c3), and provide program updates and potential paths to registration in 1H 2023 Pursuing Cyclin E1 as a patient enrichment strategy for azenosertib monotherapy in ovarian cancer; Cyclin E1 preclin

February 14, 2023 SC 13G

ZNTL / Zentalis Pharmaceuticals Inc / TYBOURNE CAPITAL MANAGEMENT (HK) LTD Passive Investment

SC 13G 1 sch13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Zentalis Pharmaceuticals, LLC (Name of Issuer) Common Stock (Title of Class of Securities) 98943L107 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

February 14, 2023 SC 13G/A

ZNTL / Zentalis Pharmaceuticals Inc / Avidity Partners Management LP Passive Investment

SC 13G/A 1 d994238313g-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 98943L107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check th

February 13, 2023 EX-10.1

Employment Agreement, dated February 8, 2023, between Zeno Management, Inc. and Iris Roth.

EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of February 8, 2023, by and between Zeno Management, Inc.

February 13, 2023 SC 13G

ZNTL / Zentalis Pharmaceuticals Inc / Capital International Investors - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98943L107 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate

February 13, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 13, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263

February 9, 2023 SC 13G/A

ZNTL / Zentalis Pharmaceuticals Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Zentalis Pharmaceuticals Inc. Title of Class of Securities: Common Stock CUSIP Number: 98943L107 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule i

February 6, 2023 SC 13G

ZNTL / Zentalis Pharmaceuticals Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98943L107 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

January 9, 2023 EX-99.1

1 CORPORATE PRESENTATION January 2023 Exhibit 99.1 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looki

EX-99.1 2 zentaliscorporatedeck-ja.htm EX-99.1 1 CORPORATE PRESENTATION January 2023 Exhibit 99.1 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. All stat

January 9, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 9, 2023 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82

November 9, 2022 EX-10.2

Release Agreement, dated September 23, 2022. between Zentalis Pharmaceuticals, Inc. and Dimitris Voliotis

Exhibit 10.2 RELEASE AGREEMENT This Release Agreement (the ?Agreement?) is entered into by and among Dimitris Voliotis, M.D. (?Employee?), Zentalis Pharmaceuticals, Inc. (?Parent?) and Zeno Management, Inc. (the ?Zeno Management,? and together with Parent, the ?Company?), effective as of the Effective Date (as defined below). Recitals WHEREAS, Employee is a party to that certain Employment Agreeme

November 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

November 9, 2022 EX-10.3

Amended and Restated Employment Agreement, dated September 26, 2022 between Zeno Management, Inc. and Kevin Bunker

Exhibit 10.3 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into by and between Zeno Management, Inc., a Delaware corporation (the ?Company?) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the ?Parent?), and Kevin Bunker, Ph.D. (?Executive?), and shall be effective as of September 26, 2022 (the ?Effective Dat

November 9, 2022 EX-99.2

1 CORPORATE PRESENTATION November 2022 2 Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statement

1 CORPORATE PRESENTATION November 2022 2 Zentalis Pharmaceuticals, Inc. (?we,? ?us,? ?our,? ?Zentalis? or the ?Company?) cautions that this presentation (including oral commentary that accompanies this presentation) contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. All statements contained in this presentation that do not relate to

November 9, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 9, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 8

November 9, 2022 EX-99.1

Zentalis Pharmaceuticals Reports Third Quarter 2022 Financial Results and Operational Updates Six sponsored studies with potentially first-in-class Wee1 inhibitor, ZN-c3, ongoing and continuing dose optimization work, as drug continues to show improv

Zentalis Pharmaceuticals Reports Third Quarter 2022 Financial Results and Operational Updates Six sponsored studies with potentially first-in-class Wee1 inhibitor, ZN-c3, ongoing and continuing dose optimization work, as drug continues to show improved tolerability in initial safety data from monotherapy Phase 2 USC trial announced today Identified Cyclin E driven high-grade serous ovarian cancer

November 9, 2022 EX-10.1

Employment Agreement, dated September 15, 2022, between Zeno Management, Inc. and Carrie Brownstein

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into as of September 15, 2022, by and between Zeno Management, Inc., a Delaware corporation (the ?Company?) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the ?Parent?), and Carrie Brownstein (?Executive?), and shall be effective as of the date of Executive?s commencement of employment with

October 31, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-

September 27, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 26, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263

September 12, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 9, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263

August 9, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Zentalis Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table I: Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 2022 Employment Induc

August 9, 2022 EX-99.1

Zentalis Pharmaceuticals Reports Second Quarter 2022 Financial Results and Operational Update Strengthened leadership team with the appointment of additional industry veterans, including CEO Dr. Kimberly Blackwell and Chairman Dave Johnson Received a

Exhibit 99.1 Zentalis Pharmaceuticals Reports Second Quarter 2022 Financial Results and Operational Update Strengthened leadership team with the appointment of additional industry veterans, including CEO Dr. Kimberly Blackwell and Chairman Dave Johnson Received a $25 million equity investment from Pfizer, with plans to jointly advance and expand clinical development of ZN-c3; added Pfizer?s Dr. Ad

August 9, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

August 9, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 82-

August 9, 2022 EX-10.8#

Employment Agreement, dated June 23, 2022, between Zeno Management, Inc. and Andrea Paul

EXHIBIT 10.8# EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement') is entered into as of June 23, 2022, by and between Zeno Management, Inc., a Delaware corporation (the "Company") and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the "Parent"), and Andrea Paul ("Executive"), and shall be effective as of the date of Executive's commencement of employment with the Compan

August 9, 2022 S-8

As filed with the Securities and Exchange Commission on August 9, 2022

As filed with the Securities and Exchange Commission on August 9, 2022 Registration No.

August 9, 2022 EX-99.2

C O R P O R AT E P R E S E N TAT I O N A u g u s t 2 0 2 2 Forward-Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that accom

C O R P O R AT E P R E S E N TAT I O N A u g u s t 2 0 2 2 Forward-Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc.

July 22, 2022 EX-10.2

Form of Option Agreement pursuant to the Zentalis Pharmaceuticals, Inc. 2022 Employment Inducement Incentive Award Plan.

EXHIBIT 10.2 ZENTALIS PHARMACEUTICALS, INC. 2022 EMPLOYMENT INDUCEMENT INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE Capitalized terms not specifically defined in this Stock Option Grant Notice (the ?Grant Notice?) have the meanings given to them in the 2022 Employment Inducement Incentive Award Plan (as amended from time to time, the ?Plan?) of Zentalis Pharmaceuticals, Inc. (the ?Company?). The

July 22, 2022 EX-10.3

Form of RSU Agreement pursuant to the Zentalis Pharmaceuticals, Inc. 2022 Employment Inducement Incentive Award Plan.

EXHIBIT 10.3 ZENTALIS PHARMACEUTICALS, INC. 2022 EMPLOYMENT INDUCEMENT INCENTIVE AWARD PLAN RESTRICTED STOCK UNIT GRANT NOTICE Capitalized terms not specifically defined in this Restricted Stock Unit Grant Notice (the ?Grant Notice?) have the meanings given to them in the 2022 Employment Inducement Incentive Award Plan (as amended from time to time, the ?Plan?) of Zentalis Pharmaceuticals, Inc. (t

July 22, 2022 EX-10.1

Zentalis Pharmaceuticals, Inc. 2022 Employment Inducement Incentive Award Plan.

EXHIBIT 10.1 ZENTALIS PHARMACEUTICALS, INC. 2022 EMPLOYMENT INDUCEMENT INCENTIVE AWARD PLAN ARTICLE I. PURPOSE The Plan?s purpose is to enhance the Company?s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. Capitalized terms used in the Plan are defined in Ar

July 22, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 20, 2022 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-3

June 27, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 21, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 82-3

June 22, 2022 CORRESP

Ms. Ibolya Ignat

June 22, 2022 Ms. Ibolya Ignat Ms. Mary Mast Division of Corporation Finance Office of Life Sciences United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Zentalis Pharmaceuticals, Inc. Form 10-K for the Fiscal Year Ended December 31, 2021 Filed February 24, 2022 File No. 001-339263 Dear Ms. Ignat and Ms. Mast: Zentalis Pharmaceuticals, Inc. (the “Company”,

June 13, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 8, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 82-36

June 3, 2022 SC 13D

ZNTL / Zentalis Pharmaceuticals Inc / Matrix Capital Management Company, LP - ZENTALIS PHARMACEUTICALS, INC. Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 98943L107 (CUSIP Number) John Kaleba Matrix Capital Management Company LP Bay Colony Corporate Center 1000 Winter Street, Suite 4500 Waltham, MA 0245

May 31, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 25, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 82-36

May 31, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 31, 2022 EX-10.1

Amended and Restated Employment Agreement, dated May 30, 2022, between Zeno Management, Inc. and Cam S. Gallagher

Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into by and between Zeno Management, Inc., a Delaware corporation (the ?Company?) and a wholly owned subsidiary of Zentalis Pharmaceuticals, Inc. (the ?Parent?), and Cam Gallagher (?Executive?), and shall be effective as of May 30, 2022 (the ?Effective Date?). WHEREAS

May 26, 2022 CORRESP

Ms. Ibolya Ignat

May 26, 2022 Ms. Ibolya Ignat Ms. Mary Mast Division of Corporation Finance Office of Life Sciences United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Zentalis Pharmaceuticals, Inc. Form 10-K for the Fiscal Year Ended December 31, 2021 Filed February 24, 2022 File No. 001-339263 Dear Ms. Ignat and Ms. Mast: Zentalis Pharmaceuticals, Inc. (the “Company”,

May 24, 2022 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 —————————————— FORM 8-K —————————————— CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 20, 2022 —————————————— ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) —————————————— Delaware 001-39263 82-36

May 18, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

May 16, 2022 424B5

10,330,000 Shares Common Stock

Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-255769 PROSPECTUS SUPPLEMENT (to Prospectus dated May 4, 2021) 10,330,000 Shares Common Stock We are offering 10,330,000 shares of our common stock. Our common stock is listed on the Nasdaq Global Market under the symbol ?ZNTL.? On May 13, 2022, the last reported sale price of our common stock on the Nasdaq Global Market was $20.53 pe

May 16, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 16, 2022 ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39263 82-3607803 (State or other jurisdiction of incorporation or organ

May 16, 2022 EX-10.1

Employment Agreement, dated May 11, 2022, between Zentalis Pharmaceuticals, Inc. and Kimberly Blackwell, M.D.

Exhibit 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?), dated May 11, 2022, by and between Zeno Management, Inc., a Delaware corporation (the ?Company?) and a wholly-owned subsidiary of Zentalis Pharmaceuticals, Inc. (the ?Parent?), and Kimberly Blackwell, M.D. (?Executive?), and shall be effective as of the date on which Executive commences employment with the Company (the

May 16, 2022 EX-1.1

Underwriting Agreement, dated May 16, 2022, by and among the Company and Morgan Stanley & Co. LLC, Jefferies LLC and SVB

EX-1.1 2 exhibit11-8xk.htm EX-1.1 Exhibit 1.1 10,330,000 Shares ZENTALIS PHARMACEUTICALS, INC. COMMON STOCK (PAR VALUE $0.001 PER SHARE) UNDERWRITING AGREEMENT May 16, 2022 1 May 16, 2022 Morgan Stanley & Co. LLC Jefferies LLC SVB Securities LLC As Representatives of the several Underwriters named in Schedule I hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Jefferie

May 16, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 10, 2022 ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39263 82-3607803 (State or other jurisdiction of incorporation or organ

May 16, 2022 EX-10.2

Release Agreement, dated May 10, 2022, between Zentalis Pharmaceuticals, Inc. and Anthony Y. Sun, M.D.

Exhibit 10.2 RELEASE AGREEMENT This Release Agreement (the ?Agreement?) is entered into by and among Anthony Y. Sun, M.D. (?Executive?), Zentalis Pharmaceuticals, Inc. (?Parent?) and Zeno Management, Inc. (the ?Zeno Management,? and together with Parent, the ?Company?), effective as of the Effective Date (as defined below). RECITALS WHEREAS, Executive is a party to that certain Second Amended and

May 16, 2022 EX-FILING FEES

Calculation of Filing Fee Tables (Form Type) Zentalis Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Zentalis Pharmaceuticals, Inc.

May 5, 2022 EX-99.1

Zentalis Pharmaceuticals Reports First Quarter 2022 Financial Results and Operational Update Announced initial data on ZN-c3 in combination with chemotherapy in advanced ovarian cancer and interim data on ZN-c3 in uterine serous carcinoma (USC) at AA

Zentalis Pharmaceuticals Reports First Quarter 2022 Financial Results and Operational Update Announced initial data on ZN-c3 in combination with chemotherapy in advanced ovarian cancer and interim data on ZN-c3 in uterine serous carcinoma (USC) at AACR Received a $25 million equity investment from Pfizer, with plans to jointly advance clinical development of ZN-c3, and expanded its Scientific Advisory Board with the addition of Pfizer's Dr.

May 5, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 5, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 82-360

May 5, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39263 Zentalis Pharmaceuticals, Inc.

April 28, 2022 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 28, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 27, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 26, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 82-

April 27, 2022 424B5

953,834 Shares Common Stock

Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-255769 PROSPECTUS SUPPLEMENT (to Prospectus dated May 4, 2021) 953,834 Shares Common Stock We are offering 953,834 shares of our common stock directly to the investor, Pfizer Inc., in this offering at a price per share of $26.21. This offering is being made without an underwriter or a placement agent and we are not paying underwriting

April 27, 2022 EX-99.1

Zentalis Pharmaceuticals Announces $25 Million Equity Investment from Pfizer Zentalis and Pfizer plan to jointly advance the clinical development of ZN-c3, a selective Wee1 inhibitor designed to induce synthetic lethality in cancer cells Adam Schayow

Zentalis Pharmaceuticals Announces $25 Million Equity Investment from Pfizer Zentalis and Pfizer plan to jointly advance the clinical development of ZN-c3, a selective Wee1 inhibitor designed to induce synthetic lethality in cancer cells Adam Schayowitz, Ph.

April 27, 2022 EX-99.2

SECURITIES PURCHASE AGREEMENT

CONFIDENTIAL SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of April 26, 2022, between Zentalis Pharmaceuticals, Inc.

April 27, 2022 EX-FILING FEES

Calculation of Filing Fee Tables (Form Type) Zentalis Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Zentalis Pharmaceuticals, Inc.

April 11, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 82-

April 11, 2022 8-K/A

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K/A (Amendment No. 1) ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 8, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Del

April 11, 2022 EX-99.1

Zentalis Pharmaceuticals Announces Overview of Clinical and Preclinical Data Presented at AACR ZN-c3 in combination with chemotherapy demonstrated strong anti-tumor activity in a heavily pretreated population, with an ORR of 30.2% across all evaluabl

Exhibit 99.1 Zentalis Pharmaceuticals Announces Overview of Clinical and Preclinical Data Presented at AACR ZN-c3 in combination with chemotherapy demonstrated strong anti-tumor activity in a heavily pretreated population, with an ORR of 30.2% across all evaluable chemotherapy cohorts ZN-c3 demonstrated an ORR of 27.3% and a DCR of 90.9% in patients with uterine serous carcinoma (USC), presented a

April 8, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 8, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263 82-3

April 8, 2022 EX-99.2

A A C R 2 0 2 2 I n v e s t o r E v e n t A p r i l 8 , 2 0 2 2 Forward-Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc. (“we,” “us,” “our,” “Zentalis” or the “Company”) cautions that this presentation (including oral commentary that

A A C R 2 0 2 2 I n v e s t o r E v e n t A p r i l 8 , 2 0 2 2 Forward-Looking Statements and Disclaimer Zentalis Pharmaceuticals, Inc.

April 8, 2022 EX-99.1

Zentalis Pharmaceuticals Announces Positive Initial Clinical Data on ZN-c3, its Wee1 Inhibitor, in Patients with Advanced Ovarian Cancer at AACR ZN-c3 in combination with chemotherapy demonstrated strong anti-tumor activity in a heavily pretreated po

Exhibit 99.1 Zentalis Pharmaceuticals Announces Positive Initial Clinical Data on ZN-c3, its Wee1 Inhibitor, in Patients with Advanced Ovarian Cancer at AACR ZN-c3 in combination with chemotherapy demonstrated strong anti-tumor activity in a heavily pretreated population, with an ORR of 30.2% across all evaluable chemotherapy cohorts ZN-c3 in combination with chemotherapy was well-tolerated, exhib

February 24, 2022 EX-99.1

Zentalis Pharmaceuticals Reports Fourth Quarter and Full Year 2021 Financial Results and Operational Update Fast Track designation granted by the U.S. Food and Drug Administration (FDA) to Wee1 Inhibitor, ZN-c3, for the treatment of uterine serous ca

Zentalis Pharmaceuticals Reports Fourth Quarter and Full Year 2021 Financial Results and Operational Update Fast Track designation granted by the U.

February 24, 2022 EX-21.1

List of Subsidiaries of Zentalis Pharmaceuticals, Inc.

Exhibit 21.1 Subsidiaries of Zentalis Pharmaceuticals, Inc. Legal Name of Subsidiary Jurisdiction of Organization Zeno Management, Inc. Delaware Zeno Pharmaceuticals, Inc. Delaware Zeno Alpha, Inc. Delaware Zeno Beta, Inc. Delaware Zeno Gamma, Inc. Delaware K-Group Alpha, Inc. Delaware K-Group Beta, Inc. Delaware Zentalis Pharmaceuticals Australia Pty Ltd. Australia Zentalis Eta, Inc. Delaware

February 24, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number: 001-39263 Zentalis Pharm

February 24, 2022 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????? FORM 8-K ?????????????? CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 24, 2022 ?????????????? ZENTALIS PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) ?????????????? Delaware 001-39263

February 24, 2022 EX-10.3

Non-Employee Director Compensation Program

Exhibit 10.3 ZENTALIS PHARMACEUTICALS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Amended February 22, 2022 Non-employee members of the board of directors (the ?Board?) of Zentalis Pharmaceuticals, Inc. (the ?Company?) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this ?Program?). This Program has been adopted under the Company?s 2

February 14, 2022 SC 13G/A

ZNTL / Zentalis Pharmaceuticals Inc / Redmile Group, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Zentalis Pharmaceuticals, INC. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 98943L107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

February 14, 2022 EX-99.1

Joint Filing Agreement

Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), the undersigned hereby agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto, the ?Schedule 13G?) relating to the Common Stock, at $0.001 par value, of Zentalis Pharmaceuticals, Inc

February 14, 2022 SC 13G/A

ZNTL / Zentalis Pharmaceuticals Inc / VIKING GLOBAL INVESTORS LP - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS PURSUANT TO RULES 13d- 1 (b),(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934* (Amendment No. 2) Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common stock, $0.001 par value per share (Title of Class of Securities) 98943

February 14, 2022 SC 13G/A

ZNTL / Zentalis Pharmaceuticals Inc / Matrix Capital Management Company, LP - ZENTALIS PHARMACEUTICALS, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 98943L107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

February 14, 2022 SC 13G

ZNTL / Zentalis Pharmaceuticals Inc / TYBOURNE CAPITAL MANAGEMENT (HK) LTD - AMENDMENT NO. 1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zentalis Pharmaceuticals, LLC (Name of Issuer) Common Stock (Title of Class of Securities) 98943L107 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

February 10, 2022 SC 13G/A

ZNTL / Zentalis Pharmaceuticals Inc / Zentalis Pharmaceuticals, Inc. - SC 13G/A Passive Investment

United States Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G/A (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Zentalis Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of

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