Zentalis director granted 57,100 RSUs

Kariuki Enoch reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Kariuki Enoch reported acquisition or exercise transactions in this Form 4 filing.

Zentalis Pharmaceuticals director Enoch Kariuki received an equity award in the form of restricted stock units. The grant covers 57,100 RSUs, each representing one share of common stock at no purchase price. After this award, he directly holds 194,465 shares. The RSUs vest on the earlier of June 16, 2027 or the next annual stockholder meeting, if he continues serving on the board.

Insider Trade Summary

Grant/Award: 57,100 shares

Grant/Award 1 txn

Insider Kariuki Enoch

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	57,100	$0.00	$0.00

Holdings After Transaction: Common Stock — 194,465 shares (Direct)

Footnotes (1)

1. F1. Represents restricted stock units granted pursuant to the Issuer's Non-Employee Director Compensation Program, each of which represents a contingent right to receive one share of common stock, and which will vest on the first to occur of (a) June 16, 2027 or (b) the next occurring annual meeting of the Issuer's stockholders, subject to the Reporting Person's continued service on the Issuer's Board of Directors through such vesting date.

Key Figures

RSUs granted: 57,100 units Grant price: $0.00 per unit Total holdings after grant: 194,465 shares +1 more

4 metrics

RSUs granted 57,100 units Restricted stock units granted on June 16, 2026

Grant price $0.00 per unit Price per restricted stock unit in director award

Total holdings after grant 194,465 shares Common stock directly held following the transaction

RSU vesting date June 16, 2027 Vests on earlier of this date or next annual meeting

Key Terms

restricted stock units, Non-Employee Director Compensation Program, vest, annual meeting of the Issuer's stockholders

4 terms

restricted stock units financial

"Represents restricted stock units granted pursuant to the Issuer's Non-Employee Director Compensation Program"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Non-Employee Director Compensation Program financial

"granted pursuant to the Issuer's Non-Employee Director Compensation Program"

vest financial

"which will vest on the first to occur of (a) June 16, 2027 or (b) the next occurring annual meeting"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

annual meeting of the Issuer's stockholders financial

"the next occurring annual meeting of the Issuer's stockholders"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Zentalis (ZNTL) director Enoch Kariuki report?

Director Enoch Kariuki reported receiving 57,100 restricted stock units as an equity award. Each RSU represents one share of Zentalis common stock, granted at no purchase price, under the company’s Non-Employee Director Compensation Program.

How many Zentalis (ZNTL) shares does Enoch Kariuki hold after this Form 4?

After the reported award, Enoch Kariuki directly holds 194,465 shares of Zentalis common stock. This figure includes his existing holdings plus the newly granted restricted stock units, which will convert into shares once they vest under the program terms.

What are the vesting terms of the Zentalis (ZNTL) RSUs granted to Enoch Kariuki?

The 57,100 restricted stock units vest on the earlier of June 16, 2027 or the next annual stockholder meeting. Vesting is conditioned on Kariuki’s continued service on Zentalis’ board of directors through the applicable vesting date under the compensation program.

What does a grant of restricted stock units mean for Zentalis (ZNTL) insiders?

A restricted stock unit grant gives an insider a right to receive company shares in the future, subject to vesting. For Zentalis, these RSUs align director compensation with shareholder interests by tying value to the company’s stock performance over time until vesting.

Was the Zentalis (ZNTL) insider transaction a market purchase or sale?

The transaction was an equity award, not a market trade. Zentalis granted Enoch Kariuki 57,100 restricted stock units at a price of $0.00 per unit as part of its Non-Employee Director Compensation Program, rather than through open-market buying or selling.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/18/2026 - 04:07 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kariuki Enoch

(Last) (First) (Middle)

C/O ZENTALIS PHARMACEUTICALS, INC.

10275 SCIENCE CENTER DRIVE, SUITE 200

(Street)

SAN DIEGO CALIFORNIA 92121

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Zentalis Pharmaceuticals, Inc. [ ZNTL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/16/2026		A		57,100(1)	A	$0	194,465	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock units granted pursuant to the Issuer's Non-Employee Director Compensation Program, each of which represents a contingent right to receive one share of common stock, and which will vest on the first to occur of (a) June 16, 2027 or (b) the next occurring annual meeting of the Issuer's stockholders, subject to the Reporting Person's continued service on the Issuer's Board of Directors through such vesting date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ James B. Bucher, attorney-in-fact for Enoch Kariuki	06/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)