SC 13G/A: Zentalis Pharmaceuticals, Inc.

Ticker: ZNTL · Form: SC 13G/A · Filed: Nov 6, 2024 · CIK: 1725160

Sentiment: neutral

Topics: sc-13g-a

AI Summary

SC 13G/A filing by Zentalis Pharmaceuticals, Inc..

Risk Assessment

Risk Level: low

Filing Stats: 1,634 words · 7 min read · ~5 pages · Grade level 8.7 · Accepted 2024-11-06 14:47:51

Key Financial Figures

Filing Documents

(a) Name of Issuer

Item 1. (a) Name of Issuer: Zentalis Pharmaceuticals, Inc. (the "Issuer") (b) Address of Issuer's Principal Executive Offices: 10275 Science Center Dr., Suite 200, San Diego, California, 92121

(a) Name of Persons Filing

Item 2. (a) Name of Persons Filing: (i) Eventide Asset Management, LLC ("Eventide") (ii) Finny Kuruvilla, M.D., Ph.D. ("Kuruvilla") (iii) Robin C. John ("John") (b). Address of Principal Business Office or, if none, Residence: Eventide, Kuruvilla and John: One International Place, Suite 4210 Boston, Massachusetts 02110 (c). Citizenship or Place of Organization: Eventide: Delaware Kuruvilla: United States John: United States (d). Title of Class of Securities : Common Stock (e). CUSIP Number: 98943L107

If this statement is filed pursuant

Item 3. If this statement is filed pursuant to sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) [x] An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E); (f) [ ] An employee benefit plan or endowment fund in accordance with section 240.13d- 1(b)(1)(ii)(F); (g) [x] A parent holding company or control person in accordance with section 240.13d- 1(b)(1)(ii)(G); (h) [ ] A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) [ ] A non-U.S. institution in accordance with section 240.13d-1(b)(1)(ii)(J); (k) [ ] A group, in accordance with section 240.13d-1(b)(1) (ii)(K). If filing as a non-U.S. institution in accordance with section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: __________

Ownership

Item 4. Ownership: Provide the following information regarding the aggregate number and percentage of the class of securities of the Issuer identified in Item 1. (a). Amount beneficially owned: (i) Eventide: 7,090,108 (ii) Kuruvilla:7,090,108 (iii) John: 7,090,108 (b). Percent of class: (i) Eventide: 9.97% (ii) Kuruvilla: 9.97% (iii) John: 9.97% (c). Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: (1) Eventide:7,090,108 (2) Kuruvilla: 0 (3) John: 0 (ii) Shared power to vote or to direct the vote: (1) Eventide: 0 (2) Kuruvilla:7,090,108 (3) John: 7,090,108 (iii)Sole power to dispose or to direct the disposition of: (1) Eventide: 7,090,108 (2) Kuruvilla: 0 (3) John: 0 (iv)Shared power to dispose or to direct the disposition of: (1) Eventide: 0 (2) Kuruvilla: 7,090,108 (3) John: 7,090,108

Ownership of Five Percent or Less of a Class

Item 5. Ownership of Five Percent or Less of a Class : Not Applicable

Ownership of More Than Five Percent on Behalf of Another Person

Item 6. Ownership of More Than Five Percent on Behalf of Another Person : As of October 31, 2024, Eventide Asset Management, LLC, a Delaware limited liability company located at One International Place, Suite 4210, Boston, Massachusetts 02110, is the beneficial Healthcare & Life Sciences Fund, which are registered investment companies, and Eventide separately managed accounts, (the "Accounts"). As of October 31, 2024, the Eventide Gilead Fund held 2,599,544 shares of the Issuer's Common Stock, representing 3.66% of the Issuer's outstanding Common Stock, the Eventide Healthcare & Life Sciences Fund held 4,475,572 shares of the Issuer's Common Stock, representing 6.29% of the Issuer's outstanding Common Stock, and Eventide's separately managed accounts held 14,992 shares of the Issuer's Common Stock, representing 0.02% of the Issuer's outstanding Common Stock, which together represents 9.97% of the Issuer's outstanding Common Stock.

Identification and Classification of the Subsidiary which Acquired the Security Being Reported on

Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company : Not Applicable

Identification and Classification of Members of

Item 8. Identification and Classification of Members of the Group : Not Applicable

Notice of Dissolution of Group

Item 9. Notice of Dissolution of Group : Not Applicable

Certification

Item 10. Certification : By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. In accordance with Rule 13d-4 of the Securities Exchange Act of 1934, each of the persons filing this statement expressly disclaim the beneficial ownership of the securities covered by this statement and the filing of this report shall not be construed as an admission by such persons that they are the beneficial owners of such securities.

SIGNATURES

SIGNATURES The undersigned certify, after reasonable inquiry and to the best knowledge and belief of the undersigned, that the information set forth in this Statement is true, complete and correct. The undersigned agree to the filing of this single Statement on Schedule 13G. Eventide Asset Management, LLC Date: November 5, 2024 By: /s/ Peter J. Luiso Name: Peter J. Luiso Title: General Counsel Finny Kuruvilla, M.D., Ph. D. Date: November 5, 2024 By: /s/ Finny Kuruvilla, M.D., Ph. D. Name: Finny Kuruvilla, M.D., Ph. D. Robin C. John Date: November 5, 2024 By: /s/ Robin C. John Name: Robin C. John EXHIBIT 1 WHEREAS , in accordance with Rule 13d-1(k)(1) under the Securities and Exchange Act of 1934 (the "Act"), only one joint Statement and any amendments thereto need to be filed whenever one or more persons are required to file such a Statement or any amendments thereto pursuant to Section 13(d) of the Act with respect to the same securities, provided that said persons agree in writing that such Statement or amendments thereto is filed on behalf of each of them; NOW, THEREFORE , the parties hereto agree as follows: Eventide Asset Management, LLC, Finny Kuruvilla, M.D., Ph. D. and Robin C. John do hereby agree, in accordance with Rule 13d-1(k)(1) under the Act, to file a Statement on Schedule 13G relating to their ownership of the Common Stock of the Issuer, and do hereby further agree that said Statement on Schedule 13G shall be filed on behalf of each of them. Eventide Asset Management, LLC Date: November 5, 2024 By: /s/ Peter J. Luiso Name: Peter J. Luiso Title General Counsel Finny Kuruvilla, M.D., Ph. D. Date: November 5, 2024 By: /s/ Finny Kuruvilla, M.D., Ph. D. Name: Finny Kuruvilla, M.D., Ph. D. Robin C. John Date: November 5, 2024 By: /s/ Robin C. John Name: Robin C. John

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