Walters Group adds 6.46M Zentalis (NASDAQ: ZNTL) shares at $1.20

Rhea-AI Filing Summary

Zentalis Pharmaceuticals director-affiliated entity The Walters Group purchased 6,459,973 shares of the company’s common stock at $1.20 per share. This transaction on 12/31/2025 increased the entity’s holdings to 13,509,973 shares of Zentalis common stock. The filing identifies The Walters Group as the direct holder of the shares, while William T. Walters and Susan B. Walters may be deemed to share voting and dispositive power through their roles with the entity. Each reporting person disclaims beneficial ownership of the reported shares except to the extent of any pecuniary interest.

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

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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^*

WALTERS GROUP

(Last) (First) (Middle)

8975 S. PECOS ROAD, UNIT 6A

(Street)

HENDERSON NV 89074

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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

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

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	12/31/2025		P		6,459,973(1)	A	$1.2	13,509,973(1)	D(1)

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

1. Name and Address of Reporting Person^*

WALTERS GROUP

(Last) (First) (Middle)

8975 S. PECOS ROAD, UNIT 6A

(Street)

HENDERSON NV 89074

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

WALTERS WILLIAM THURMAN

(Last) (First) (Middle)

8975 S. PECOS ROAD, UNIT 6A

(Street)

HENDERSON NV 89074

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

WALTERS SUSAN BERKLEY

(Last) (First) (Middle)

8975 S. PECOS ROAD, UNIT 6A

(Street)

HENDERSON NV 89074

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The shares of common stock reported herein (the "Shares") are held directly by The Walters Group (the "TWG"). William T. Walters may be deemed to share voting and dispositive power with respect to the Shares. Susan B. Walters is the general partner and majority member of TWG and may be deemed to share voting and dispositive power with respect to the Shares. Each Reporting Person disclaims Section 16 beneficial ownership of the Shares reported herein except to the extent of its pecuniary interest therein, if any, and the inclusion of these Shares in this report shall not be deemed an admission of beneficial ownership of any of the reported Shares for purposes of Section 16 or any other purpose.

	/s/ The Walters Group, By: /s/ Susan B. Walters, Name: Susan B. Walters, Title: General Partner	01/08/2026
	/s/ William T. Walters	01/08/2026
	/s/ Susan B. Walters	01/08/2026
	** 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).
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FAQ

What insider transaction in Zentalis Pharmaceuticals (ZNTL) is reported here?

The filing reports that The Walters Group acquired 6,459,973 shares of Zentalis Pharmaceuticals common stock on 12/31/2025 at a price of $1.20 per share.

How many Zentalis (ZNTL) shares does The Walters Group hold after this transaction?

Following the reported purchase, The Walters Group beneficially owns 13,509,973 shares of Zentalis Pharmaceuticals common stock, as shown in the Form 4.

Who are the reporting persons in this Zentalis Pharmaceuticals (ZNTL) Form 4?

The reporting persons are The Walters Group, William T. Walters, and Susan B. Walters, each identified as a 10% owner with respect to Zentalis Pharmaceuticals.

Who directly holds the Zentalis (ZNTL) shares reported in this insider filing?

The shares are held directly by The Walters Group. The filing states that William T. Walters and Susan B. Walters may be deemed to share voting and dispositive power over these shares through their roles with that entity.

Do the Walters reporting persons claim full beneficial ownership of the Zentalis (ZNTL) shares?

No. The filing states that each reporting person disclaims Section 16 beneficial ownership of the reported shares except to the extent of any pecuniary interest they may have.

What does the transaction code “P” mean in this Zentalis (ZNTL) Form 4?

The transaction code “P” in the Form 4 indicates an open market or private purchase of Zentalis Pharmaceuticals common stock.