Zentalis Sells Subsidiary, Focuses on Oncology Pipeline

TL;DR

Zentalis selling off a subsidiary to double down on cancer drugs.

AI Summary

Zentalis Pharmaceuticals, Inc. announced on January 22, 2025, that it has entered into a definitive agreement to sell its Zentalis Pharmaceuticals, LLC subsidiary to an undisclosed buyer. The transaction is expected to close in the first quarter of 2025. This divestiture is part of Zentalis' strategic focus on its oncology pipeline.

Why It Matters

This sale allows Zentalis to streamline its operations and concentrate resources on its core oncology drug development programs, potentially accelerating their progress.

Risk Assessment

Risk Level: medium — The sale of a subsidiary can indicate financial pressures or a strategic shift that may carry inherent risks for the remaining business operations and future development.

Key Players & Entities

• Zentalis Pharmaceuticals, Inc. (company) — Registrant
• Zentalis Pharmaceuticals, LLC (company) — Subsidiary being sold
• January 22, 2025 (date) — Date of earliest event reported
• first quarter of 2025 (date) — Expected closing period for the transaction

FAQ

Key Financial Figures

• $0.001 — ange on which registered Common Stock, $0.001 par value per share ZNTL The Nasdaq Glo
• $7.0 — o incur one-time costs of approximately $7.0–8.0 million in the first quarter of 202

Filing Documents

• zntl-20250122.htm (8-K) — 40KB
• rifpr01282025-forworkivax.htm (EX-99.1) — 17KB
• image_0a.jpg (GRAPHIC) — 67KB
• 0001725160-25-000006.txt ( ) — 295KB
• zntl-20250122.xsd (EX-101.SCH) — 2KB
• zntl-20250122_def.xml (EX-101.DEF) — 4KB
• zntl-20250122_lab.xml (EX-101.LAB) — 26KB
• zntl-20250122_pre.xml (EX-101.PRE) — 16KB
• zntl-20250122_htm.xml (XML) — 3KB

05 Costs Associated with Exit or Disposal Activities

Item 2.05 Costs Associated with Exit or Disposal Activities. On January 22, 2025, the Board of Directors (the "Board") of Zentalis Pharmaceuticals, Inc. (the "Company") approved a strategic restructuring of the Company to support execution of late-stage development for the Company's WEE1 inhibitor product candidate, azenosertib, and extend its cash runway beyond a potentially registration-enabling azenosertib data readout from the Company's DENALI Part 2 study, anticipated by the end of 2026. In connection with this strategic restructuring, the Company expects to reduce its workforce by approximately 40%. The Company expects to incur one-time costs of approximately $7.0–8.0 million in the first quarter of 2025 in connection with the workforce reduction. These costs consist primarily of cash expenditures related to one-time termination benefits (some of which are contractual), including severance, healthcare and related benefits, and other estimated non-cash expense. The Company estimates that the workforce reduction will be substantially completed in the second quarter of 2025. The estimate of costs that the Company expects to incur and the timing thereof are subject to a number of assumptions, and actual results may differ materially. The Company may also incur additional costs not currently contemplated due to events that may occur as a result of, or that are associated with, the actions described above.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On January 28, 2025, the Company issued the press release furnished as Exhibit 99.1 to this Current Report on Form 8-K (this "Current Report") and incorporated herein by reference. The information contained in Item 7.01 of this Current Report (including Exhibit 99.1 attached hereto) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as expressly provided by specific reference in such a filing.

01 Other Events

Item 8.01 Other Events. Following the strategic restructuring, the Company believes that its existing cash, cash equivalents and marketable securities will be sufficient to fund its operating expenses and capital expenditure requirements into late 2027. Cautionary Note Regarding Forward-Looking Statements This Current Report contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, as amended. All statements in this Current Report that do not relate to matters of historical fact should be considered forward-looking statements, including, but not limited to, statements regarding the Company's planned strategic restructuring, including the planned workforce reduction, and the estimated size, timing, costs and impact thereof; the Company's planned development strategy for azenosertib and the timing thereof, including the potential for there to be a registration-enabling azenosertib data readout and the estimated timing thereof; and the Company's estimated cash runway. The terms "believe," "estimate," "expect," "may," "potential," "will," and similar references are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause the Company's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the following: the Company's limited operating history, which may make it difficult to evaluate the Company's current business and predict the Company's future success and viability; the Company has and expects to continue to incur significant losses; the Company's need for additional funding, which may not be available; the Company's plans, including the

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits The following Exhibit 99.1 relating to Item 7.01 shall be deemed to be furnished, and not filed: Exhibit No. Description 99.1 Press Release issued on January 28, 2025. 104 Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ZENTALIS PHARMACEUTICALS, INC. Date: January 28, 2025 By: /s/ Julie Eastland Julie Eastland President and Chief Executive Officer

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View this 8-K filing on SEC EDGAR