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  4. [Form 4] Zentalis Pharmaceuticals, Inc. Insider Trading Activity

Zentalis (ZNTL) director awarded 57,100 RSUs, boosting holdings to 307,521 shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Johnson David Michael reported acquisition or exercise transactions in this Form 4 filing.

Zentalis Pharmaceuticals director David Michael Johnson received an equity award rather than making an open-market trade. He was granted 57,100 restricted stock units under the company’s Non-Employee Director Compensation Program, each representing one share of common stock at no cash cost to him.

The units will vest on the earlier of June 16, 2027 or the next annual stockholder meeting, as long as he continues serving on the board through that date. Following this award, Johnson directly holds 307,521 shares of Zentalis common stock.

Positive

  • None.

Negative

  • None.
Insider Johnson David Michael
Role null
Type Security Shares Price Value
Grant/Award Common Stock 57,100 $0.00 --
Holdings After Transaction: Common Stock — 307,521 shares (Direct, null)
Footnotes (1)
  1. [object Object]
RSU grant size 57,100 restricted stock units Grant to director David Michael Johnson on June 16, 2026
Post-grant holdings 307,521 shares Total common stock directly held after the RSU award
Grant price per share $0.0000 per share Reported transaction price for the RSU grant
Vesting date June 16, 2027 Latest possible vesting date, or earlier at next annual meeting
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
"restricted stock units 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.
contingent right financial
"each of which represents a contingent right to receive one share of common stock"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Johnson David Michael
(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)
XDirector10% 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)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/16/2026A57,100(1)A$0307,521D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 David M. Johnson06/18/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Zentalis (ZNTL) director David Michael Johnson report on this Form 4?

David Michael Johnson reported receiving 57,100 restricted stock units in Zentalis Pharmaceuticals as a board compensation award. These units are not a market purchase and were granted at no cash cost, increasing his direct equity-based position in the company.

How many Zentalis (ZNTL) shares does David Michael Johnson hold after this grant?

After the grant, David Michael Johnson holds 307,521 shares of Zentalis common stock directly. This figure includes the impact of the 57,100 restricted stock units awarded, giving investors a sense of his overall equity exposure to the company.

What are the vesting terms of the 57,100 Zentalis (ZNTL) restricted stock units?

The 57,100 restricted stock units vest on the first to occur of June 16, 2027 or Zentalis’ next annual stockholder meeting. Vesting is contingent on Johnson’s continued service on the company’s board of directors through the applicable vesting date.

Is David Michael Johnson’s Zentalis (ZNTL) Form 4 a stock purchase or a compensation grant?

The Form 4 reflects a compensation grant, not an open-market stock purchase. Johnson received 57,100 restricted stock units under Zentalis’ Non-Employee Director Compensation Program as part of his board service, with no per-share purchase price reported.

What does each Zentalis (ZNTL) restricted stock unit granted to David Michael Johnson represent?

Each restricted stock unit represents a contingent right to receive one share of Zentalis common stock. The units convert into shares only upon vesting, which requires Johnson to remain on the board through the earlier of June 16, 2027 or the next annual stockholder meeting.