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Zentalis Pharmaceuticals, Inc.

For the period ended Dec 31, 2025. Filed Mar 26, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 26, 2026

ZNTL$1.80+3.4%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 15. Exhibits, Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules.

(a)(1) Financial Statements.

The following documents are included on pages F-1 through F-31 attached hereto and are filed as part of this Annual Report on Form 10-K.

Index to Consolidated Financial Statements

Page
Report of Independent Registered Public Accounting Firm (PCAOB ID: 42)F-1
Consolidated Financial Statements
Consolidated Balance SheetsF-3
Consolidated Statements of OperationsF-4
Consolidated Statements of Comprehensive LossF-5
Consolidated Statements of Stockholders' EquityF-6
Consolidated Statements of Cash FlowsF-8
Notes to Consolidated Financial StatementsF-10

(a)(2) Financial Statement Schedules.

All financial statement schedules have been omitted because they are not applicable, not required or the information required is shown in the financial statements or the notes thereto.

(a)(3) Exhibits.

The following is a list of exhibits filed as part of this Annual Report on Form 10-K.

ExhibitNumber · Description · Incorporated by Reference
Form · File No. · Exhibit · Filing Date · Filed/Furnished Herewith
2.1Plan of Conversion Converting Zentalis Pharmaceuticals, LLC (a Delaware limited liability company) into Zentalis Pharmaceuticals, Inc. (a Delaware corporation)10-Q001-392632.105/15/2020
2.2Certificate of Conversion Converting Zentalis Pharmaceuticals, LLC (a Delaware limited liability company) into Zentalis Pharmaceuticals, Inc. (a Delaware corporation)10-Q001-392632.205/15/2020
3.1Certificate of Incorporation of Zentalis Pharmaceuticals, Inc.S-8333-2375934.104/07/2020
3.2Certificate of Amendment to Certificate of Incorporation of Zentalis Pharmaceuticals, Inc., dated June 16, 20238-K001-392633.106/16/2023
3.3Amended and Restated Bylaws of Zentalis Pharmaceuticals, Inc.8-K001-392633.102/15/2024
3.4Second Amended and Restated Limited Liability Company Agreement of Zentalis Pharmaceuticals, LLCS-1333-2369593.303/06/2020
4.1Amended and Restated Investors’ Rights Agreement, dated as of September 6, 2019, by and among Zeno Pharma, LLC and the investors party theretoS-1333-2369594.103/06/2020
4.2Specimen of Common Stock Certificate evidencing the shares of common stockS-1333-2369594.203/06/2020
4.3Description of Capital Stock10-K001-392634.303/25/2021
10.1#Zentalis Pharmaceuticals, LLC 2017 Profits Interest Plan, as amended, and form of profit interest award agreement thereunderS-1333-23695910.103/06/2020
10.2.1#2020 Incentive Award Plan and form of option agreement and restricted stock unit agreement thereunderS-1/A333-23695910.203/30/2020
10.2.2#Amendment No. 1 to the Zentalis Pharmaceuticals, Inc. 2020 Incentive Award Plan10-Q001-3926310.305/17/2021
10.3#Non-Employee Director Compensation Program10-K001-3926310.303/26/2025
ExhibitNumber · Description · Incorporated by Reference
ExhibitNumberDescriptionFormFile No.ExhibitFiling DateFiled/Furnished Herewith
10.4#2020 Employee Stock Purchase Plan, as amended and restatedS-8333-25450699.103/19/2021
10.5.1#Zentalis Pharmaceuticals, Inc. 2022 Employment Inducement Incentive Award Plan, as amended10-K001-3926310.5.103/26/2025
10.5.2#Form of Option Agreement pursuant to the Zentalis Pharmaceuticals, Inc. 2022 Employment Inducement Incentive Award Plan8-K001-3926310.207/22/2022
10.5.3#Form of RSU Agreement pursuant to the Zentalis Pharmaceuticals, Inc. 2022 Employment Inducement Incentive Award Plan8-K001-3926310.307/22/2022
10.6#Form of Indemnification Agreement for Directors and Officers10-Q001-3926310.105/10/2023
10.7#†Employment Agreement, dated November 13, 2024, between Zeno Management, Inc. and Ingmar Bruns, M.D.10-K001-3926310.1003/26/2025
10.8#†Employment Agreement, dated November 13, 2024, between Zeno Management, Inc. and Julie Eastland10-K001-3926310.1103/26/2025
10.9#Amended and Restated Employment Agreement, dated February 28, 2023, between Zeno Management, Inc. and Andrea Paul10-K001-3926310.1603/01/2023
10.10#†Release Agreement, dated October 1, 2025 between Zentalis Pharmaceuticals, Inc., Zeno Management, Inc., and Andrea Paul10-Q001-3926310.111/10/2025
10.11#Amended and Restated Employment Agreement, dated December 31, 2023, between Zeno Management, Inc. and Mark Lackner, Ph.D.10-K001-3926310.2302/27/2024
10.12#†Release Agreement, dated April 25, 2025 between Zentalis Pharmaceuticals, Inc., Zeno Management, Inc. and Mark Lackner, Ph.D.10-Q001-3926310.108/06/2025
10.13#†Consulting Agreement, dated April 25, 2025 between Zentalis Pharmaceuticals, Inc. and Mark Lackner, Ph.D.10-Q001-3926310.208/06/2025
10.14#†Employment Agreement, dated September 15, 2025 between Zentalis Pharmaceuticals, Inc. and James B. Bucher*
10.15†Third Amended and Restated License Agreement, dated June 5, 2023, by and between Zeno Management, Inc. and Recurium IP Holdings, LLC10-Q001-3926310.108/09/2023
19.1Insider Trading Compliance Policy10-K001-3926319.103/26/2025
21.1List of Subsidiaries of Zentalis Pharmaceuticals, Inc.10-K001-3926321.102/27/2024
23.1Consent of Independent Registered Public Accounting Firm.*
31.1Certification of Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a).*
31.2Certification of Principal Financial Officer pursuant to Exchange Act Rule 13a-14(a).*
32.1Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350.**
32.2Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350.**
ExhibitNumber · Description · Incorporated by Reference
ExhibitNumberDescriptionFormFile No.ExhibitFiling DateFiled/Furnished Herewith
97#Zentalis Pharmaceuticals, Inc. Policy for Erroneously Awarded Compensation10-K001-392639702/27/2024
101.INSInline XBRL Instance Document - the Instance Document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document*
101.SCHInline XBRL Taxonomy Extension Schema Document*
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document*
101.LABInline XBRL Taxonomy Extension Label Linkbase Document*
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document*
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)*
  • Filed herewith.

** Furnished herewith.

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