Zentalis (ZNTL) director Shannon Campbell receives 114,200-share RSU award

Rhea-AI Filing Summary

Campbell Shannon reported acquisition or exercise transactions in this Form 4 filing.

Zentalis Pharmaceuticals director Shannon Campbell received an equity grant in the form of restricted stock units. The award covers 114,200 shares of common stock at no purchase price, granted under the company’s Non-Employee Director Compensation Program. One third of the RSUs will vest on each of the first, second and third anniversaries of the grant date, contingent on continued board service, resulting in 114,200 shares reported as directly owned after this grant.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Campbell Shannon

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	114,200	$0.00	--

Holdings After Transaction: Common Stock — 114,200 shares (Direct, null)

Footnotes (1)

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Key Figures

RSU grant size: 114,200 shares Purchase price per share: $0.00 per share Post-transaction holdings: 114,200 shares +1 more

4 metrics

RSU grant size 114,200 shares Restricted stock units granted to director on Form 4

Purchase price per share $0.00 per share RSUs granted at no purchase price

Post-transaction holdings 114,200 shares Common stock reported as directly owned after grant

Vesting schedule 1/3 each year over 3 years On first, second and third anniversaries of grant date

Key Terms

restricted stock units, RSUs, Non-Employee Director Compensation Program, vest

4 terms

restricted stock units financial

"The restricted stock units ("RSUs") were granted by the Issuer 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.

RSUs financial

"One third of the RSUs will vest on each of the first, second and third anniversaries of the grant date"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Non-Employee Director Compensation Program financial

"The RSUs were granted by the Issuer pursuant to the Issuer's Non-Employee Director Compensation Program."

vest financial

"One third of the RSUs will vest on each of the first, second and third anniversaries of the grant date"

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.

Form 4 Insider Transactions: What Each Field Means →

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^*

Campbell Shannon

(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)
05/26/2026

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	05/26/2026		A		114,200	A	$0	114,200(1)	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. The restricted stock units ("RSUs") were granted by the Issuer pursuant to the Issuer's Non-Employee Director Compensation Program. One third of the RSUs will vest on each of the first, second and third anniversaries of the grant date, subject to the reporting person's continued service with the Issuer on each vesting date.

Remarks:

	/s/ James B. Bucher, attorney-in-fact for Shannon Campbell	05/27/2026
	** 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)

FAQ

What insider transaction did Zentalis Pharmaceuticals (ZNTL) report for Shannon Campbell?

Zentalis Pharmaceuticals reported that director Shannon Campbell received a grant of 114,200 restricted stock units, representing an equity award rather than an open-market trade. The RSUs were issued at no purchase price under the company’s Non-Employee Director Compensation Program.

How many shares are included in Shannon Campbell’s RSU grant at Zentalis (ZNTL)?

The RSU grant to Shannon Campbell covers 114,200 shares of Zentalis common stock. These units convert into shares as they vest over three years, subject to Campbell’s continued service on the company’s board of directors.

How do Shannon Campbell’s RSUs at Zentalis (ZNTL) vest over time?

The RSUs granted to Shannon Campbell vest in three equal installments. One third of the 114,200 restricted stock units will vest on each of the first, second and third anniversaries of the grant date, conditioned on continued service with Zentalis.

Was Shannon Campbell’s Zentalis (ZNTL) equity grant an open-market purchase?

No, the filing shows the transaction as a grant or award coded “A,” not an open-market purchase. Campbell received 114,200 restricted stock units at no purchase price under the Non-Employee Director Compensation Program as part of board compensation.

What is the purpose of Zentalis’s Non-Employee Director Compensation Program mentioned in the filing?

The Non-Employee Director Compensation Program provides equity awards such as restricted stock units to directors who are not company employees. In this case, it granted Shannon Campbell 114,200 RSUs, aligning director compensation with the performance of Zentalis Pharmaceuticals’ common stock.