0001725160-21-000129 | 10-Q | XBRL Viewer | Zentalis Pharmaceuticals INC

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Cover - shares	3 Months Ended
Cover - shares	Mar. 31, 2021	May 07, 2021
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2021
Document Transition Report	false
Entity File Number	001-39263
Entity Registrant Name	Zentalis Pharmaceuticals, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-3607803
Entity Address, Address Line One	530 Seventh Avenue,
Entity Address, Address Line Two	Suite 2201
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10018
City Area Code	212
Local Phone Number	433-3791
Title of 12(b) Security	Common Stock,$0.001 par value per share
Trading Symbol	ZNTL
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		41,314,839
Entity Central Index Key	0001725160
Amendment Flag	false
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Current assets
Cash and cash equivalents	$ 28,996	$ 54,951
Marketable securities, available for sale	269,385	283,554
Accounts receivable from government grants, net	248	417
Prepaid expenses and other current assets	7,725	6,182
Total current assets	306,354	345,104
Property and equipment, net	1,508	1,099
Operating lease right-of-use assets	1,901	2,520
Prepaid expenses and other assets	2,790	2,976
Goodwill	3,736	3,736
In-process research and development	8,800	8,800
Restricted cash	3,264	1,320
Total assets	328,353	365,555
Current Liabilities
Accounts payable	8,337	8,661
Accrued expenses	24,460	19,940
Total current liabilities	32,797	28,601
Deferred tax liability	2,480	2,480
Other long-term liabilities	438	1,097
Total liabilities	35,715	32,178
Commitments and contingencies
EQUITY
Preferred stock, $0.001 par value; 10,000,000 shares authorized, no shares issued and outstanding at March 31, 2021 and December 31, 2020	0	0
Common stock, $0.001 par value; 250,000,000 shares authorized; 41,040,286 shares issued and outstanding at March 31, 2021 and December 31, 2020	41	41
Additional paid-in capital	519,030	509,339
Accumulated other comprehensive income	50	36
Accumulated deficit	(250,735)	(200,834)
Total stockholders' equity	268,386	308,582
Noncontrolling interests	24,252	24,795
Total equity	292,638	333,377
Total liabilities and equity	$ 328,353	$ 365,555

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Number of shares acquired (in shares)	0	0
Preferred Stock, Shares Outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	250,000,000	250,000,000
Common stock issued (in shares)	41,040,286	41,040,286
Common stock outstanding (in shares)	41,040,286	41,040,286

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Operating Expenses
Research and development	$ 38,394	$ 13,258
General and administrative	11,953	3,141
Total operating expenses	50,347	16,399
Other Income (Expense)
Interest income	143	164
Other expense	(44)	0
Operating loss	(50,347)	(16,399)
Net loss before income taxes	(50,248)	(16,235)
Income tax expense	196	0
Net loss	(50,444)	(16,235)
Net loss attributable to noncontrolling interests	(543)	(109)
Net loss attributable to Zentalis	$ (49,901)	$ (16,126)
Net loss per share/unit outstanding, basic and diluted (USD per share) (USD per share)	$ (1.24)	$ (2.88)
Common shares/units used in computing net loss per share/Class A common unit, basic and diluted (in shares)	40,359	5,601
Common Stock
Other Income (Expense)
Net loss per share/unit outstanding, basic and diluted (USD per share) (USD per share)	$ (1.24)	$ 0
Class A Common Units
Other Income (Expense)
Net loss per share/unit outstanding, basic and diluted (USD per share) (USD per share)	$ 0	$ (2.88)

Condensed Consolidated Statements of Comprehensive Loss (Statement) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Statement of Comprehensive Income [Abstract]
Net loss	$ (50,444)	$ (16,235)
Other Comprehensive Income (Loss), Net of Tax [Abstract]
Unrealized gain on marketable securities, net	14	0
Total comprehensive loss	(50,430)	(16,235)
Comprehensive loss attributable to noncontrolling interests	(543)	(109)
Comprehensive loss attributable to Zentalis	$ (49,887)	$ (16,126)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

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+ Details

Condensed Consolidated Statements of Members'/Stockholders' Equity(Deficit) and Changes in Redeemable Convertible Preferred Units (Statement) - USD ($) $ in Thousands	Total	Preferred units, as if converted to Class A common units	Common Stock	Common Stock Class A Common Units	Common Stock Class B Common Units	Additional Paid-In Capital	Accumulated Other Comprehensive Income	Accumulated Deficit	Noncontrolling Interests
Temporary equity beginning balance (in shares) at Dec. 31, 2019	9,950,000
Temporary equity, beginning balance at Dec. 31, 2019	$ 141,706
Increase (Decrease) in Temporary Equity [Roll Forward]
Issuance of Series C convertible preferred units at $17.50 per unit net of issuance costs (in shares)		867,000
Issuance of Series C convertible preferred units at $17.50 per unit net of issuance costs		$ 14,228
Temporary equity ending balance (in shares) at Mar. 31, 2020	10,817,000
Temporary equity, ending balance at Mar. 31, 2020	$ 155,934
Beginning balance at Dec. 31, 2019	(73,285)							$ (82,993)	$ 6,821
Common units, beginning balance (in shares) at Dec. 31, 2019				5,601,000	2,671,000
Common units, beginning balance at Dec. 31, 2019				$ 709	$ 2,178
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Cancellation of profits interest awards, net (in shares)					(64,000)
Share-based compensation expense	329				$ 329
Unrealized gain on marketable securities, net	0
Net loss attributable to noncontrolling interests	(109)								(109)
Net loss attributable to Zentalis Pharmaceuticals, LLC	(16,126)							(16,126)
Ending balance at Mar. 31, 2020	$ (89,191)							(99,119)	6,712
Common units, ending balance (in shares) at Mar. 31, 2020				5,601,000	2,607,000
Common units, ending balance at Mar. 31, 2020				$ 709	$ 2,507
Temporary equity beginning balance (in shares) at Dec. 31, 2020	0
Temporary equity ending balance (in shares) at Mar. 31, 2021	0
Beginning balance at Dec. 31, 2020	$ 333,377		$ 41			$ 509,339	$ 36	(200,834)	24,795
Beginning balance (shares) at Dec. 31, 2020			41,040,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation expense	9,691					9,691
Unrealized gain on marketable securities, net	14						14
Other comprehensive income	14
Net loss attributable to noncontrolling interests	(543)								(543)
Net loss attributable to Zentalis Pharmaceuticals, LLC	(49,901)							(49,901)
Ending balance (shares) at Mar. 31, 2021			41,040,000
Ending balance at Mar. 31, 2021	$ 292,638		$ 41			$ 519,030	$ 50	$ (250,735)	$ 24,252

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Operating Activities:
Consolidated net loss	$ (50,444)	$ (16,235)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	79	38
Share-based compensation	9,691	329
Amortization of premiums on marketable securities, net	289	0
Loss on disposal of equipment	15
Changes in operating assets and liabilities:
Accounts receivable	169	1
Prepaid expenses and other assets	(1,357)	(1,050)
Accounts payable and accrued liabilities	3,307	53
Operating lease right-of-use assets and liabilities, net	782	(7)
Net cash used in operating activities	(37,469)	(16,871)
Investing activities:
Purchases of marketable securities	(54,434)	0
Proceeds from maturities of marketable securities	68,328	0
Purchases of property and equipment	(436)	(31)
Net cash provided by/used in investing activities	13,458	(31)
Financing Activities:
Proceeds from the issuance of Series C convertible preferred units, net	0	14,228
Deferred financing costs	0	(754)
Net cash provided by financing activities	0	13,474
Decrease in cash, cash equivalents and restricted cash	(24,011)	(3,428)
Cash, cash equivalents and restricted cash at beginning of year	56,271	67,489
Cash, cash equivalents and restricted cash at end of year	32,260	64,061
Supplemental disclosure of non-cash investing and financing activities:
Amounts accrued for purchases of property and equipment	67	25
Costs incurred in connection with initial public offering included in accounts payable and accrued expenses	0	1,930
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract]
Total cash, cash equivalents and restricted cash reported in the Condensed Consolidated Statement of Cash Flows	$ 32,260	$ 64,061

Condensed Consolidated Statements of Members'/Stockholders' Equity(Deficit) and Changes in Redeemable Convertible Preferred Units (Parenthetical) - $ / shares	Mar. 31, 2021	Feb. 29, 2020	Sep. 30, 2019
Series C Preferred Units
Par value per share (in dollars per share)	$ 17.50	$ 17.50	$ 17.50

Organization and Business	3 Months Ended
Organization and Business	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business	Organization and Business Organization Zentalis Pharmaceuticals, Inc. (“Zentalis”, “We” or the “Company”) is a clinical-stage pharmaceutical company focused on discovering and developing clinically differentiated, novel small molecule therapeutics targeting fundamental biological pathways of cancer. The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. All of the Company’s material tangible assets are held in the United States. The Company was formed and incorporated in the state of Delaware as Zeno Pharmaceuticals, Inc. on December 23, 2014. Effective November 21, 2017, Zeno Pharma, LLC was formed by the shareholders of Zeno Pharmaceuticals, Inc. On December 21, 2017, Zeno Pharmaceuticals, Inc. became a wholly owned subsidiary of Zeno Pharma, LLC. In connection with this restructuring, the rights and preferences of the Preferred Stock of Zeno Pharmaceuticals, Inc. were exchanged for preferred units with similar rights and preferences of Zeno Pharma, LLC. As part of the restructuring, the employees, consultants and board members of Zeno Pharmaceuticals, Inc. exchanged their equity grants in Zeno Pharmaceuticals, Inc. stock for Class B common units in Zeno Pharma, LLC. Additionally, existing common stockholders of Zeno Pharmaceuticals, Inc. exchanged their common stock for Class A common units in Zeno Pharma, LLC. All exchanges were made on a one-for-one basis. The restructuring was accounted for as a common control transaction. In December 2019, the Company was renamed to Zentalis Pharmaceuticals, LLC. Immediately prior to the effectiveness of the registration statement pertaining to the Company’s initial public offering (“IPO”) on April 2, 2020, the Company converted from a Delaware limited liability company into a Delaware corporation, and changed its name to Zentalis Pharmaceuticals, Inc. Pursuant to the statutory corporate conversion, all of the outstanding units of Zentalis Pharmaceuticals, LLC converted into shares of common stock of Zentalis Pharmaceuticals, Inc. based upon the value of Zentalis Pharmaceuticals, Inc. at the time of the IPO with a value implied by the price of the shares of common stock sold in the IPO. Based on the IPO price of $18.00 per share, the outstanding converted units converted into 25,288,854 shares of common stock (including 1,160,277 shares of restricted common stock). On April 7, 2020, the Company completed the IPO in which the Company issued and sold 10,557,000 shares of common stock (including 1,377,000 shares of common stock in connection with the full exercise of the underwriters’ option to purchase additional shares) at a public offering price of $18.00 per share. The Company’s aggregate gross proceeds from the sale of shares in the IPO, including the sale of shares pursuant to the full exercise of the underwriters’ option to purchase additional shares, was $190.0 million before fees and expenses of $17.6 million. Liquidity Substantial doubt about an entity’s ability to continue as a going concern exists when relevant conditions and events, considered in the aggregate, indicate that it is probable that the entity will be unable to meet its obligations as they become due within one year from the financial statement issuance date. The Company determined that there are no conditions or events that raise substantial doubt about its ability to continue as a going concern within one year after the date that the interim unaudited condensed consolidated financial statements for the quarter ended March 31, 2021 are issued.

Interim Unaudited Financial Statements

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Interim Unaudited Financial Statements

Basis of Presentation

The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) related to a quarterly report on Form 10-Q. The year-end condensed consolidated balance sheet data was derived from the Company’s audited financial statements but does not include all disclosures required by U.S. GAAP. These condensed consolidated financial statements and notes thereto should be read in conjunction with the Company’s audited financial statements and notes thereto included in our Annual Report on From 10-K for the year ended December 31, 2020, filed with the SEC on March 25, 2021. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operation for the periods presented, with such adjustments consisting only of normal recurring adjustments.

The condensed consolidated financial statements include the accounts of our wholly owned subsidiaries, majority-owned or controlled companies, and variable interest entity (“VIE”), Kalyra Pharmaceuticals, Inc. (“Kalyra”), for which we are the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. On an ongoing basis, we evaluate our estimates and judgments, which are based on historical and anticipated results and trends and on various other assumptions that management believes to be reasonable under the circumstances. By their nature, estimates are subject to an inherent degree of uncertainty and, as such, actual results may differ from management’s estimates.

Though the impact of the COVID-19 pandemic to our business and operating results presents additional uncertainty, we continue to use the best information available to inform our critical accounting estimates.

Comprehensive Loss

Comprehensive loss is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive loss includes unrealized gains or losses on the Company’s marketable securities.

Adoption and Pending Adoption of Recent Accounting Pronouncements

The following table provides a brief description of recently issued accounting standards, those adopted in the current period and those not yet adopted:

Standard

Description

Effective Date

Effect on the Financial
Statements or Other
Significant Matters

In January 2020, the FASB issued ASU 2020-01, Investments – Equity Securities (Topic 321)

This standard clarifies the interaction between accounting standards related to equity securities (ASC 321), equity method investments (ASC 323), and certain derivatives (ASC 815).

January 1, 2021

We currently do not hold equity securities, have equity method investments or derivatives. This adoption did not have a material impact on our consolidated financial position or results of operations.

Business Combinations

3 Months Ended

Mar. 31, 2021

Business Combinations [Abstract]

Business Combinations

Kalyra Pharmaceuticals, Inc.

On December 21, 2017, we acquired $4.5 million of Kalyra’s Series B Preferred Stock representing a 25% equity interest in Kalyra for purposes of entering the analgesics therapeutic research space. The acquisition price was paid entirely in cash.

In accordance with the authoritative guidance, we concluded that Kalyra is a business consisting of inputs, employees, intellectual property and processes capable of producing outputs. Additionally, we have concluded that Kalyra is a variable interest entity, we are the primary beneficiary and have the power to direct the activities that most significantly affect Kalyra’s economic performance through common management and our board representation. Prior to the change of control, Zeno and Kalyra transacted for the delivery of research and development services and support. The financial position and results of operations of Kalyra have been included in our consolidated financial statements from the date of the initial investment.

Pursuant with authoritative guidance, we have recorded the identifiable assets, liabilities and noncontrolling interests in the VIE at their fair value upon initial consolidation. The identified goodwill is comprised of the workforce and expected synergies from combining the entities. Total assets and liabilities of Kalyra as of March 31, 2021 and December 31, 2020 are as follows (in thousands):


	March 31,		December 31,
	2021		2020
Cash and cash equivalents	$	399	$	417
Other current assets	206		82
In-process research and development	8,800		8,800
Goodwill	3,736		3,736
Other long-term assets	—		—
Accounts payable and accrued expenses	96		83
Deferred tax liability	2,463		2,463
Noncontrolling interests	$	6,791	$	6,705

The liabilities recognized as a result of consolidating Kalyra do not represent additional claims on our general assets. Pursuant to the authoritative guidance, the equity interest in Kalyra not owned by Zeno is reported as a noncontrolling interest on our condensed consolidated balance sheets.

The following is a reconciliation of equity (net assets) attributable to the noncontrolling interest (in thousands):


	March 31,		March 31,
	2021		2020
Noncontrolling interest at beginning of period	$	6,705	$	6,821
Net income/(loss) attributable to noncontrolling interest	86		(109)
Noncontrolling interest at end of period	$	6,791	$	6,712

Fair Value Measurement

3 Months Ended

Mar. 31, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurement

Available-for-sale marketable securities consisted of the following (in thousands):


	March 31, 2021
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Commercial paper	$	153,038	$	15	$	(4)	$	153,049
Corporate debt securities	19,119		—		(6)		19,113
US government agencies	66,211		30		—		66,241
US Treasury securities	30,967		15		—		30,982
	$	269,335	$	60	$	(10)	$	269,385


	December 31, 2020
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Commercial paper	$	147,382	$	14	$	(8)	$	147,388
Corporate debt securities	23,576		1		(6)		23,571
US government agencies	81,455		32		(1)		81,486
US Treasury securities	31,105		4		—		31,109
	$	283,518	$	51	$	(15)	$	283,554

As of March 31, 2021, 16 of our available-for-sale debt securities with a fair market value of $81.6 million were in a gross unrealized loss position of ten thousand dollars. When evaluating an investment for impairment, we review factors such as the severity of the impairment, changes in underlying credit ratings, forecasted recovery, our intent to sell or the likelihood that we would be required to sell the investment before its anticipated recovery in market value and the probability that the scheduled cash payments will continue to be made. Based on our review of these marketable securities, we believe none of the unrealized loss is as a result of a credit loss as of March 31,

2021, because we do not intend to sell these securities and it is not more-likely-than-not that we will be required to sell these securities before the recovery of their amortized cost basis.

Contractual maturities of available-for-sale debt securities are as follows (in thousands):


	March 31, 2021		December 31, 2020
	Estimated Fair Value
Due within one year	$	269,385	$	247,455
After one but within five years	—		36,099
	$	269,385	$	283,554

The following table summarizes, by major security type, our cash equivalents and available-for-sale marketable securities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy (in thousands):


	March 31, 2021						December 31, 2020
	Level 1		Level 2		Total estimated fair value		Level 1		Level 2		Total estimated fair value
Cash equivalents:
Money market funds	$	8,404	$	—	$	8,404	$	24,016	$	—	$	24,016


Corporate debt securities	—		—		—		—		4,999		4,999
Total cash equivalents:	8,404		—		8,404		24,016		4,999		29,015

Available-for-sale marketable securities:
Commercial paper			153,049		153,049		—		147,388		147,388
Corporate debt securities			19,113		19,113		—		23,571		23,571
US government agencies	—		66,241		66,241		—		81,486		81,486
US Treasury securities	30,982		—		30,982		31,109		—		31,109
Total available-for-sale marketable securities:	30,982		238,403		269,385		31,109		252,445		283,554

Total assets measured at fair value	$	39,386	$	238,403	$	277,789	$	55,125	$	257,444	$	312,569

There were no transfers between Level 1 and Level 2 of the fair value hierarchy during the three months ended March 31, 2021. We had no instruments that were classified within Level 3 as of March 31, 2021 or December 31, 2020.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Prepaid Expenses and Other Assets

3 Months Ended

Mar. 31, 2021

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Prepaid Expenses and Other Assets

Prepaid expenses and other assets consisted of the following (in thousands):


	March 31,		December 31,
	2021		2020
Prepaid insurance	$	385	$	1,021
Prepaid software licenses and maintenance	421		563
Foreign R&D credit refund	1,058		692
Prepaid research and development expenses	7,401		5,963
Interest receivable	357		478
Other prepaid expenses	893		441
Total prepaid expenses and other assets	10,515		9,158
Less long-term portion	2,790		2,976
Total prepaid expenses and other assets, current	$	7,725	$	6,182

Property and Equipment, net

3 Months Ended

Mar. 31, 2021

Property, Plant and Equipment [Abstract]

Property and Equipment, net

Property and equipment, net consisted of the following (in thousands):


	March 31,		December 31,
	2021		2020
Computer and Office Equipment	$	545	$	529
Lab Equipment	1,049		424
Leasehold Improvements	49		49
Construction in Progress	192		347
Subtotal	1,835		1,349
Accumulated depreciation and amortization	(327)		(250)
Property and equipment, net	$	1,508	$	1,099

Depreciation and amortization expense for the three months ended March 31, 2021 and 2020 was approximately seventy-nine thousand and thirty-eight thousand respectively.

Accrued Expenses

3 Months Ended

Mar. 31, 2021

Payables and Accruals [Abstract]

Accrued Expenses

Accrued expenses consist of the following (in thousands):


	March 31,		December 31,
	2021		2020
Accrued research and development expenses	$	17,351	$	11,947
Accrued employee expenses	4,163		5,649
Accrued legal expenses	917		589
Accrued general and administrative expenses	324		443
Lease liability	1,099		902

Taxes payable	606		410
Total accrued expenses	$	24,460	$	19,940

Convertible Preferred Units	3 Months Ended
Convertible Preferred Units	Mar. 31, 2021
Equity [Abstract]
Convertible Preferred Units	Convertible Preferred Units Series A Convertible Preferred Units In September 2015, Zeno Pharmaceuticals, Inc. entered into a Series A Preferred Stock Purchase Agreement (the “Series A Preferred Agreement”). Under the terms of the Series A Preferred Agreement, Zeno Pharmaceuticals, Inc. issued 1,293,104 shares of Series A convertible preferred stock at $11.60 per share for gross proceeds of $15.0 million. The net proceeds of this financing were $14.9 million after issuance costs of $0.1 million. In February and March 2016, Zeno Pharmaceuticals, Inc. issued an aggregate of 286,205 additional shares of Series A convertible preferred stock at $11.60 per share for additional gross proceeds of $3.3 million. The issuance costs of this additional financing were approximately thirty-nine thousand dollars. All Series A convertible preferred stock issued and outstanding by Zeno Pharmaceuticals, Inc. was converted into Series A convertible preferred units of Zentalis Pharmaceuticals, LLC in conjunction with the corporate restructuring and merger. Series B Convertible Preferred Units In December 2017, Zentalis Pharmaceuticals, LLC entered into a Series B Preferred Unit Purchase Agreement (the “Series B Preferred Agreement”). Under the terms of the Series B Preferred Agreement, Zentalis Pharmaceuticals, LLC issued 2,735,320 Series B preferred units at $12.43 per unit for gross proceeds of $34.0 million. The net proceeds of this financing were $32.1 million after issuance costs of $1.9 million. In January and August 2018, Zentalis Pharmaceuticals, LLC issued an aggregate of 788,419 additional shares of Series B preferred units at $12.43 per unit for additional gross proceeds of $9.8 million. The net proceeds of this additional financing were $9.5 million after issuance costs of $0.3 million. Series C Preferred Unit Issuance In September 2019, Zentalis Pharmaceuticals, LLC entered into a Series C Preferred Unit Purchase Agreement (the “Series C Preferred Agreement”). Under the terms of the Series C Preferred Agreement, Zentalis Pharmaceuticals, LLC issued 4,847,106 units of Series C convertible preferred units at $17.50 per unit for gross proceeds of $84.8 million. The net proceeds of this financing were $81.9 million after issuance costs of $2.9 million. In February 2020, Zentalis Pharmaceuticals, LLC issued 867,194 additional units of Series C preferred units under the Series C Preferred Agreement. The units were issued for $17.50 per unit for gross proceeds of $15.2 million. The net proceeds of this financing were $14.2 million after issuance costs of $1.0 million. The were no authorized, issued, or outstanding shares of convertible preferred units at March 31, 2021 and December 31, 2020. During 2020, we reclassified the convertible preferred units from members’ equity to temporary equity because, in conjunction with the Series C convertible preferred units issuance, all units were now deemed to contain contingent liquidation features that are not solely within our control. During the year ended December 31, 2020 and three months ended March 31, 2021, we did not adjust the carrying values of the convertible preferred units to the deemed redemption values of such units since a liquidation event was not probable. Dividends Dividends are payable if and when declared by the Board of Directors. No dividends have been declared through March 31, 2021. Conversion Each Series A preferred unit, Series B preferred unit and Series C preferred unit was convertible at the option of the holder thereof, at any time after the issuance of such unit, into Class A common units at a conversion price equal to the original purchase price (subject to anti-dilution adjustments, discussed below) which was $11.60, $12.43 and $17.50 per unit, respectively. The convertible preferred units automatically converted at the then applicable conversion rate upon the closing of a firm commitment underwritten public offering of shares of a successor corporations’ common stock, at a public offering price per share of equal to or greater than the Series C original purchase price (as adjusted for any stock splits, stock dividends, combinations or other similar recapitalization) resulting in aggregate gross cash proceeds of at least $75.0 million (a “Qualified IPO”). Additionally, the convertible preferred unit would have automatically converted into common stock, at the then applicable conversion rate, upon written consent of a majority of the then outstanding Series A, Series B and Series C convertible preferred units (voting as a separate class on an as converted to Common Unit basis). In conjunction with our IPO on April 2, 2020, which constituted a Qualified IPO, all convertible preferred units were converted to common stock. Anti-dilution protection The holders of the convertible preferred units had proportional anti-dilution protection for unit splits, unit dividends and similar recapitalizations. Subject to certain exclusions, anti-dilution price protection for additional sales of securities by us for consideration per unit less than the applicable conversion price per unit of any series of convertible preferred stock, was on a broad-based weighted average basis. Protective rights The holders of the convertible preferred units had certain protective rights, including, without limitation, regarding the authorization, alteration, redemption, or sale of Class B common units; commencement of a liquidation or deemed liquidation event; entrance into a joint venture or partnership; any incurrence of indebtedness; certain transactions that exceed a certain dollar threshold; changes to our governing documents; or the declaration of any dividends. Such actions were required to be approved by a majority of the then outstanding Series A, Series B and Series C convertible preferred unit holders (voting as a single class and on an as-converted basis), as specified in the amended and restated LLC agreement. An increase or decrease in the authorized number of Directors constituting the Board or the creation of a membership interest or equity security senior to or pari passu with Series C convertible preferred units was required to be approved by a majority of the then outstanding Series C convertible preferred Units (voting as a separate class on an as converted basis). Redemption The Series A, Series B and Series C convertible preferred units were not redeemable except in the event of certain effected deemed liquidation events. As of immediately prior to our IPO on April 2, 2020, we had classified convertible preferred units as temporary equity in accordance with authoritative guidance for the classification and measurement of potentially redeemable securities whose redemption is based upon certain change in control events outside of our control, including liquidation, sale or transfer of control of the Company. We did not adjust the carrying value of the convertible preferred units to the deemed redemption values of such units since a liquidation event was not probable. Liquidation preference In the event of the dissolution, liquidation, merger or winding up of the Company, the holders of Series C convertible preferred units were entitled to receive, on a pro rata basis in respect of each such Series C convertible preferred unit, a preference amount of $17.50 per Series C convertible unit (as adjusted for any unit splits, dividends, combinations, recapitalizations or the like). Subsequent to the payment of the Series C convertible preferred unit preferences, Series A and Series B convertible preferred units were entitled to receive, on a pro rata basis in respect of each convertible preferred unit in proportion to the relative preference amount of each preferred unit, a preference amount of $11.60 and $12.43 per unit of Series A and Series B convertible preferred units (as adjusted for any units splits, dividend, combinations, recapitalizations of the like), respectively. Subsequent to the payment of the Series C, Series A and Series B convertible preferred unit preferences, Series A, Series B and Series C convertible preferred units are entitled to receive, on an as converted to common unit pro rata basis, an amount equal to distributions made to Class A common units prior to all unit classes sharing in distributions on a pro rata basis. Thereafter, Series A, Series B and Series C convertible preferred units and Series A and Series B common units were entitled to receive the remaining assets of the Company available for distribution to its unit holders pro rata based on the number of common units held by each holder, treating for these purposes as if all units had been converted to common. Voting Rights The holders of all units other than Class B common units that were unvested were to vote together as a single class. Each holder of Series A, Series B and Series C convertible preferred units were entitled to the number of votes calculated on an as converted to Class A common unit basis.

Members' Equity

3 Months Ended

Mar. 31, 2021

Equity [Abstract]

Members' Equity

Members’ Equity

In November 2017, Zentalis Pharmaceuticals, LLC was formed in the state of Delaware. In conjunction with a corporate restructuring, Zeno Pharmaceuticals, Inc., a Delaware corporation formed in 2014, was acquired by the Company pursuant to a merger agreement and became a wholly owned subsidiary of the Company. Per the terms of the merger agreement, each share of Zeno Pharmaceuticals, Inc. common stock issued and outstanding immediately prior to the effective time of the merger was converted into the right to receive one Class A common unit and each share of Zeno Pharmaceuticals, Inc. Series A preferred stock issued and outstanding immediately prior to the effective date of the merger converted into the right to receive one Series A preferred unit. As of the effective time of the merger agreement, all outstanding options to purchase shares of Zeno Pharmaceuticals, Inc. common stock were cancelled and replaced with profits interest awards in the LLC.

In connection with the December 2017 corporate restructuring, we amended and restated the LLC agreement, and as amended, the capital units of the Company consisted of 1,638,000 authorized Series A preferred units, 3,621,000 authorized Series B preferred units, 15,000,000 authorized Class A common units and 872,620 authorized Class B common units.

Class A Common Units

In conjunction with the corporate restructuring in December 2017, 5,187,554 shares of common stock issued and outstanding and 406,831 shares of common stock subject to future vesting provisions of Zeno Pharmaceuticals, Inc. were converted into an equal number of Class A common units of Zentalis Pharmaceuticals, LLC. During the three months ended March 31, 2021 and 2020, we did not issue any Class A common units. As of March 31, 2020, 9,572 shares of Class A common units were subject to future vesting conditions. In September 2019, the number of authorized Class A common units was increased to 20,000,000.

Class B Common Units

In conjunction with the corporate restructuring in December 2017, 703,000 options exercisable into Zeno Pharmaceuticals, Inc. common stock were converted into an equal number of Class B Common Units of Zentalis Pharmaceuticals, LLC. In September 2019, the number of authorized Class B common units was increased to 3,458,522.

IPO and Follow-on Offering

On April 2, 2020 and immediately prior to the effectiveness of the Company’s IPO, Zentalis Pharmaceuticals, LLC converted from a Delaware limited liability company into a Delaware corporation pursuant to a statutory conversion, and changed its name to Zentalis Pharmaceuticals, Inc. In order to consummate the corporate conversion, a certificate of conversion was filed with the Secretary of State of the State of Delaware. All of the outstanding units of Zentalis Pharmaceuticals, LLC converted into shares of common stock of Zentalis Pharmaceuticals, Inc. based upon the value of Zentalis Pharmaceuticals, Inc. at the time of the IPO with a value implied by the price of the shares of common stock sold in the IPO. No cash or fractional shares of common stock

were issued in connection with the corporate conversion. Based on the IPO price of $18.00 per share of common stock, all of the outstanding units converted into an aggregate of 25,288,854 shares of common stock (including 1,160,277 shares of restricted common stock).

In connection with the completion of the IPO, the board and stockholders approved the certificate of incorporation to provide for 250,000,000 authorized shares of common stock with a par value of $0.001 per share and 10,000,000 authorized shares of preferred stock with a par value of $0.001 per share.

On April 7, 2020, the Company completed an IPO in which the Company issued and sold 10,557,000 shares of common stock (including 1,377,000 shares of common stock in connection with the full exercise of the underwriters’ option to purchase additional shares) at a price of $18.00 per share. The Company’s aggregate gross proceeds from the sale of shares in the IPO, including the sale of shares pursuant to the full exercise of the underwriters’ option to purchase additional shares, was $190.0 million before fees and expenses of $17.6 million.

On August 3, 2020, the Company completed a follow-on offering in which the Company issued and sold 4,743,750 shares of common stock (including 618,750 shares of common stock in connection with the full exercise of the underwriters’ option to purchase additional shares) at a public offering price of $35.00 per share. The Company’s aggregate gross proceeds from the sale of shares in the follow-on offering, including the sale of shares pursuant to the full exercise of the underwriters’ option to purchase additional shares, was $166.0 million before fees and expenses of $10.8 million.

Share-based Compensation

In the Company’s 2017 Profits Interest Plan ("the Plan") as approved and adopted by the Board of Directors on December 21, 2017, the Company was authorized to issue up to 3,458,522 shares of Class B common units ("profits interest award units"), subject to restrictions as described in the Plan.

In April 2020, the Plan was terminated and the Company’s board of directors adopted, and the Company’s stockholders approved the 2020 Incentive Award Plan ("the 2020 Plan"), which became effective upon the corporate conversion and allows for grants to selected employees, consultants and non-employee members of the Board of Directors. We currently grant stock options and restricted stock units under the 2020 Plan. The number of common shares available for issuance under the 2020 Plan is the sum of (1) 5,600,000 shares of common stock; plus (2) any shares forfeited from the unvested restricted shares of our common stock issued upon conversion of unvested Class B common units (up to 1,250,000 shares); plus (3) an annual increase on the first day of each fiscal year beginning with the fiscal year ending December 31, 2021 and continuing to, and including, the fiscal year ending December 31, 2030, equal to the lesser of (a) 5% of the shares of common stock outstanding on the final day of the immediately preceding calendar year and (b) such smaller number of shares as determined by our board of directors. At March 31, 2021, 4,553,685 shares were subject to outstanding awards and 2,680,311 shares were available for future grants of share-based awards.

Total share-based compensation expense related to share based awards was comprised of the following (in thousands):


	Three Months Ended March 31,
	2021		2020
Research and development expense	$	3,126	$	136
General and administrative expense	6,565		193
Total share-based compensation expense	$	9,691	$	329

Total share-based compensation expense includes $69 thousand of share-based compensation expense for Zentera employees, consultants and directors for the three months ended March 31, 2021, compared to $0 for the same period in 2020.

Share-based compensation expense by type of share-based award (in thousands):


	Three Months Ended March 31,
	2021		2020
Profits interest award units	$	—	$	329
Stock options	3,851		—
RSAs and RSUs	5,840		—
	$	9,691	$	329

The fair value of the profits interest awards is estimated using an option pricing model with the following assumptions:


	Three Months Ended March 31,
	2020
Members’ equity value (in thousands)	$	271,207
Threshold amounts (in thousands)	$	309,824
Risk-free interest rate	1.5		%
Volatility	75.0		%
Time to liquidity (in years)	1.1
Lack of marketability discount	26.5		%
Grant date fair value	$	3.06

The Black Scholes option pricing model is used to estimate the fair value of each profits interest award on the date of grant. The members’ equity value was based on a recent enterprise valuation analysis performed. The threshold amounts are based on the discretion of the Board of Directors at the time of grant. The expected life of the Class B Common Unit awards granted during the period presented was determined based on an expected liquidation event under the plan. We apply the risk-free interest rate based on the U.S. Treasury yield in effect at the time of the grant consistent with the life of the award. The expected volatility is based on a peer group in the industry in which the Company does business consistent with the expected time to liquidity. The dividend yield was set at zero as the underlying security does not and is not expected to pay a dividend. The Finnerty model and the Asian Protective Put Model methods were used to estimate the discount for lack of marketability inherent to the awards.

The Class B common units issued have been classified as equity awards and share-based compensation expense is based on the grant date fair value of the award. During the three months ended March 31, 2021 and March 31, 2020, we issued 0 and 70,000 Class B common units, respectively. As of March 31, 2021 and December 31, 2020, there were no Class B common units outstanding.

The exercise price of stock options granted is equal to the closing price of the common stock on the date of grant. The fair value of each option award is estimated on the date of grant using the Black-Scholes model. Due to the Company’s limited operating history and a lack of company specific historical and implied volatility data, the Company estimates expected volatility based on the historical volatility of a group of similar companies that are publicly traded. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the stock-based awards. The Company uses the “simplified method” for estimating the expected term of employee options, whereby the expected term equals the arithmetic average of the vesting term and the original contractual term of the option (generally 10 years). The risk-free interest rate is based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. The Company has not issued any dividends and does not expect to

issue dividends over the life of the options. As a result, the Company has estimated the dividend yield to be zero. The fair value of the stock options granted during the three months ended March 31, 2021 was determined with the following assumptions:


						Three Months Ended March 31,
						2021
Expected volatility						76.0% - 76.6%
Average expected term (in years)						5.3 - 6.1
Risk-free interest rate						0.5% - 0.9%
Expected dividend yield						—%

Total unrecognized estimated compensation cost by type of award and the weighted average requisite service period over which such expense is expected to be recognized (in thousands, unless otherwise noted):


	March 31, 2021
	Unrecognized Expense		Remaining Weighted-Average Period (years)
Stock options	$	58,704	3.4
RSAs	1,950		2.3
RSUs	13,773		2.0

During the three months ended March 31, 2021, we did not issue any shares of common stock in connection with the exercises of stock options. For the three months ended March 31, 2021, 117,993 shares of common stock issued in conjunction with certain restrcited stock awards that vested during such period. Stock options, unvested restricted stock awards, and unvested restricted stock units totaling approximately 3.8 million shares, 0.6 million shares, and 0.8 million shares of our common stock, respectively, were outstanding as of March 31, 2021.

Commitments and Contingencies

3 Months Ended

Mar. 31, 2021

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Legal Contingencies

From time to time, we may be involved in various disputes, including lawsuits and claims arising in the ordinary course of business, including actions with respect to intellectual property, employment, and contractual matters. Any of these claims could subject us to costly legal expenses. The Company records a liability in its consolidated financial statements for these matters when a loss is known or considered probable and the amount can be reasonably estimated. The Company reviews these estimates each accounting period as additional information is known and adjusts the loss provision when appropriate. If a matter is both probable to result in a liability and the amounts of loss can be reasonably estimated, the Company estimates and discloses the possible loss or range of loss to the extent necessary to make the consolidated financial statements not misleading. If the loss is not probable or cannot be reasonably estimated, a liability is not recorded in our consolidated financial statements. While we do generally believe that we have adequate insurance to cover many different types of liabilities, our insurance carriers may deny coverage, or our policy limits may be inadequate to fully satisfy any damage awards or settlement. If this were to happen, the payment of any such awards could have a material adverse effect on our consolidated results of operations and financial position. Additionally, any such claims, whether or not successful, could damage our reputation and business. We are currently not a party to any legal proceedings.

Leases

Our commitments include payments related to operating leases. Approximate annual future minimum operating lease payments as of March 31, 2021 are as follows (in thousands):


Year	Operating Leases
2021	$	1,007
2022	637


Total minimum lease payments:	1,644
Less: imputed interest	(106)
Total operating lease liabilities	1,538

The weighted-average remaining lease term of our operating leases is approximately 1.0 year. As of March 31, 2021, we have entered into two additional leases for real estate that have not yet commenced with total minimum lease payments of approximately $105.9 million. These leases are expected to commence in the fourth quarter of 2021 and have lease terms of 10 years and 11 years

Net Loss Per Common Share/Class A Common Unit

3 Months Ended

Mar. 31, 2021

Earnings Per Share [Abstract]

Net Loss Per Common Share/Class A Common Unit

Basic and diluted net loss per common share/Class A common unit were calculated as follows (in thousands except per unit amounts):


	Three Months Ended March 31,
	2021		2020
Numerator:
Net loss attributable to Zentalis	$	(49,901)	$	(16,126)
Denominator:
Weighted average number of common shares/Class A common units outstanding, basic and diluted	40,359		5,601
Net loss per common share/Class A common unit	$	(1.24)	$	(2.88)

Our potential and dilutive securities, which include outstanding stock options, unvested RSAs, unvested RSUs and preferred units, have been excluded from the computation of diluted net loss per common share/Class A common unit as the effect would be anti-dilutive. We considered the impact of presenting a separate earnings per unit calculation for Class B common units. However, as earnings and losses are only allocable to Class B common units after the applicable threshold has been met, and such thresholds have not been met for earnings per unit purposes, no losses were allocated to Class B common units.

The following common stock/Class A common unit equivalents have been excluded from the calculations of diluted net loss per common share/Class A common unit because their inclusion would be antidilutive (in thousands).


	Three Months Ended March 31,
	2021	2020
Preferred units, as if converted to Class A common units	—	10,817
Incentive units—Class B common units	—	2,607
Outstanding stock options	3,757	—
Unvested RSAs	624	—
Unvested RSUs	797	—
	5,178	13,424

Related Party Disclosures	3 Months Ended
Related Party Disclosures	Mar. 31, 2021
Related Party Transactions [Abstract]
Related Party Disclosures	Related Party Disclosures Kalyra Pharmaceuticals, Inc. On December 21, 2017, we acquired 17,307,692 shares of Series B preferred stock of Kalyra Pharmaceuticals, Inc. for a per share price of twenty-six cents ($0.26) or approximately $4.5 million. The management team and stockholders of Kalyra are also stockholders of the Company. Prior to the investment, we entered into a license agreement and a master services agreement with Kalyra. The license agreement was signed and commenced on December 31, 2014 for the exclusive rights to develop and commercialize products derived from Kalyra’s technology in the initial area of oncology. The license agreement and all rights were subsequently sold from Kalyra to Recurium IP Holdings, LLC (“Recurium IP”), an entity with common ownership to Kalyra prior to the Zentalis investment. Under the agreement, we have agreed to make payments to Recurium IP based on specific milestones. In addition, the Company shall pay mid- to high- single digit percentage royalties on net product sales to Recurium IP and sublicense fees on any consideration paid to us by a sublicensor. All payments are based on Recurium Equity, LLC’s, an affiliated company of Recurium IP, equity ownership stake in us as of December 2020. The license agreement will terminate upon the later of the last expiration of the patent rights or 15 years from the date of commencement. The Master Services Agreement (“MSA”) was entered into in January 2015 and states that Kalyra may provide research and development services to us and that we shall reimburse such expenses on a time and materials basis based on the initial statements of work. For the three months ended March 31, 2021 we did not incur any expense with Kalyra. For the three months ended and March 31, 2020, we incurred approximately seventeen thousand dollars of expense with Kalyra that was eliminated in consolidation for research and development services provided, respectively. As of March 31, 2021, there was no balance due to Kalyra. As of March 31, 2020, approximately seventeen thousand dollars was due to Kalyra and eliminated in consolidation. We entered into an Intercompany Services Agreement (“ISA”) with Kalyra in January 2018 which states that we may provide research and development services to Kalyra and that Kalyra shall reimburse such expenses on a time and materials basis. For the three months ended March 31, 2021 and 2020, we provided thirty-one thousand dollars and eighty-two thousand dollars of research and development services to Kalyra that was eliminated in consolidation, respectively. As of March 31, 2021 and 2020, thirty-one thousand dollars and eighty-two thousand dollars was due from Kalyra and eliminated in consolidation, respectively. Tempus Kimberly Blackwell, M.D., is a member of the Company's board of directors and is also the Chief Medical Officer of Tempus Labs, Inc. ("Tempus"). The Company entered into a Master Services Agreement with Tempus in December 2020 to provide data licensing and research services. There were $1.0 million and zero fees incurred for services performed by Tempus for the three months ended March 31, 2021 and 2020

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Lease Termination On April 1, 2021, Zeno Management, Inc. (“Zeno”), a wholly-owned subsidiary of the Company, entered into an Agreement for Termination of Lease with G&S Realty 1, LLC (“Landlord”) for certain premises located at 530 Seventh Avenue, Suite 2201, New York, NY (the “Lease Termination Agreement”). The Lease Termination Agreement provides that the Lease Agreement, dated as of April 12, 2019, by and between Zeno and Landlord (as the same may have been amended, the “Lease”), will terminate effective December 31, 2021. As consideration for Landlord’s agreement to enter into the Lease Termination Agreement and accelerate the expiration date of the term of the Lease to December 31, 2021, Zeno paid to Landlord a fee of approximately $0.2 million.

Interim Unaudited Financial Statements (Policies)

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Basis of Presentation

Basis of PresentationThe accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) related to a quarterly report on Form 10-Q. The year-end condensed consolidated balance sheet data was derived from the Company’s audited financial statements but does not include all disclosures required by U.S. GAAP. These condensed consolidated financial statements and notes thereto should be read in conjunction with the Company’s audited financial statements and notes thereto included in our Annual Report on From 10-K for the year ended December 31, 2020, filed with the SEC on March 25, 2021. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operation for the periods presented, with such adjustments consisting only of normal recurring adjustments.

Consolidation

Use of Estimates

Comprehensive Loss

Comprehensive Loss Comprehensive loss is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive loss includes unrealized gains or losses on the Company’s marketable securities.

Adoption and Pending Adoption of Recent Accounting Pronouncements

The following table provides a brief description of recently issued accounting standards, those adopted in the current period and those not yet adopted:

Standard

Description

Effective Date

Effect on the Financial
Statements or Other
Significant Matters

In January 2020, the FASB issued ASU 2020-01, Investments – Equity Securities (Topic 321)

This standard clarifies the interaction between accounting standards related to equity securities (ASC 321), equity method investments (ASC 323), and certain derivatives (ASC 815).

January 1, 2021

Interim Unaudited Financial Statements (Tables)

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Recently Issued Accounting Standards Adopted and Not Yet Adopted

The following table provides a brief description of recently issued accounting standards, those adopted in the current period and those not yet adopted:

Standard

Description

Effective Date

Effect on the Financial
Statements or Other
Significant Matters

In January 2020, the FASB issued ASU 2020-01, Investments – Equity Securities (Topic 321)

This standard clarifies the interaction between accounting standards related to equity securities (ASC 321), equity method investments (ASC 323), and certain derivatives (ASC 815).

January 1, 2021

Business Combinations (Tables)

3 Months Ended

Mar. 31, 2021

Business Combinations [Abstract]

Schedule of Assets and Liabilities of VIE

Total assets and liabilities of Kalyra as of March 31, 2021 and December 31, 2020 are as follows (in thousands):


	March 31,		December 31,
	2021		2020
Cash and cash equivalents	$	399	$	417
Other current assets	206		82
In-process research and development	8,800		8,800
Goodwill	3,736		3,736
Other long-term assets	—		—
Accounts payable and accrued expenses	96		83
Deferred tax liability	2,463		2,463
Noncontrolling interests	$	6,791	$	6,705

Reconciliation Of Equity Attributable to Noncontrolling Interest

The following is a reconciliation of equity (net assets) attributable to the noncontrolling interest (in thousands):


	March 31,		March 31,
	2021		2020
Noncontrolling interest at beginning of period	$	6,705	$	6,821
Net income/(loss) attributable to noncontrolling interest	86		(109)
Noncontrolling interest at end of period	$	6,791	$	6,712

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Fair Value Measures and Disclosures (Tables)

3 Months Ended

Mar. 31, 2021

Fair Value Disclosures [Abstract]

Components of Available-for-sale Marketable Securities

Available-for-sale marketable securities consisted of the following (in thousands):


	March 31, 2021
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Commercial paper	$	153,038	$	15	$	(4)	$	153,049
Corporate debt securities	19,119		—		(6)		19,113
US government agencies	66,211		30		—		66,241
US Treasury securities	30,967		15		—		30,982
	$	269,335	$	60	$	(10)	$	269,385


	December 31, 2020
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Commercial paper	$	147,382	$	14	$	(8)	$	147,388
Corporate debt securities	23,576		1		(6)		23,571
US government agencies	81,455		32		(1)		81,486
US Treasury securities	31,105		4		—		31,109
	$	283,518	$	51	$	(15)	$	283,554

Contractual Maturities of Available-for-sale Debt Securities

Contractual maturities of available-for-sale debt securities are as follows (in thousands):


	March 31, 2021		December 31, 2020
	Estimated Fair Value
Due within one year	$	269,385	$	247,455
After one but within five years	—		36,099
	$	269,385	$	283,554

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis


	March 31, 2021						December 31, 2020
	Level 1		Level 2		Total estimated fair value		Level 1		Level 2		Total estimated fair value
Cash equivalents:
Money market funds	$	8,404	$	—	$	8,404	$	24,016	$	—	$	24,016


Corporate debt securities	—		—		—		—		4,999		4,999
Total cash equivalents:	8,404		—		8,404		24,016		4,999		29,015

Available-for-sale marketable securities:
Commercial paper			153,049		153,049		—		147,388		147,388
Corporate debt securities			19,113		19,113		—		23,571		23,571
US government agencies	—		66,241		66,241		—		81,486		81,486
US Treasury securities	30,982		—		30,982		31,109		—		31,109
Total available-for-sale marketable securities:	30,982		238,403		269,385		31,109		252,445		283,554

Total assets measured at fair value	$	39,386	$	238,403	$	277,789	$	55,125	$	257,444	$	312,569

Prepaid Expenses and Other Assets (Tables)

3 Months Ended

Mar. 31, 2021

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Summary of Prepaid Expenses and Other Assets

Prepaid expenses and other assets consisted of the following (in thousands):


	March 31,		December 31,
	2021		2020
Prepaid insurance	$	385	$	1,021
Prepaid software licenses and maintenance	421		563
Foreign R&D credit refund	1,058		692
Prepaid research and development expenses	7,401		5,963
Interest receivable	357		478
Other prepaid expenses	893		441
Total prepaid expenses and other assets	10,515		9,158
Less long-term portion	2,790		2,976
Total prepaid expenses and other assets, current	$	7,725	$	6,182

Property and Equipment, net (Tables)

3 Months Ended

Mar. 31, 2021

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment, net

Property and equipment, net consisted of the following (in thousands):


	March 31,		December 31,
	2021		2020
Computer and Office Equipment	$	545	$	529
Lab Equipment	1,049		424
Leasehold Improvements	49		49
Construction in Progress	192		347
Subtotal	1,835		1,349
Accumulated depreciation and amortization	(327)		(250)
Property and equipment, net	$	1,508	$	1,099

Accrued Expenses (Tables)

3 Months Ended

Mar. 31, 2021

Payables and Accruals [Abstract]

Schedule of Accrued Expenses

Accrued expenses consist of the following (in thousands):


	March 31,		December 31,
	2021		2020
Accrued research and development expenses	$	17,351	$	11,947
Accrued employee expenses	4,163		5,649
Accrued legal expenses	917		589
Accrued general and administrative expenses	324		443
Lease liability	1,099		902

Taxes payable	606		410
Total accrued expenses	$	24,460	$	19,940

Members' Equity (Tables)

3 Months Ended

Mar. 31, 2021

Equity [Abstract]

Schedule of Share-based Compensation Expense

Total share-based compensation expense related to share based awards was comprised of the following (in thousands):


	Three Months Ended March 31,
	2021		2020
Research and development expense	$	3,126	$	136
General and administrative expense	6,565		193
Total share-based compensation expense	$	9,691	$	329

Share-based compensation expense by type of share-based award (in thousands):


	Three Months Ended March 31,
	2021		2020
Profits interest award units	$	—	$	329
Stock options	3,851		—
RSAs and RSUs	5,840		—
	$	9,691	$	329

Schedule of Valuation Assumptions of Profit Interest Awards

The fair value of the profits interest awards is estimated using an option pricing model with the following assumptions:


	Three Months Ended March 31,
	2020
Members’ equity value (in thousands)	$	271,207
Threshold amounts (in thousands)	$	309,824
Risk-free interest rate	1.5		%
Volatility	75.0		%
Time to liquidity (in years)	1.1
Lack of marketability discount	26.5		%
Grant date fair value	$	3.06

The fair value of the stock options granted during the three months ended March 31, 2021 was determined with the following assumptions:


						Three Months Ended March 31,
						2021
Expected volatility						76.0% - 76.6%
Average expected term (in years)						5.3 - 6.1
Risk-free interest rate						0.5% - 0.9%
Expected dividend yield						—%

Unrecognized Share-based Compensation Expense by Type of Share-based Award


	March 31, 2021
	Unrecognized Expense		Remaining Weighted-Average Period (years)
Stock options	$	58,704	3.4
RSAs	1,950		2.3
RSUs	13,773		2.0

Commitments and Contingencies (Tables)

3 Months Ended

Mar. 31, 2021

Commitments and Contingencies Disclosure [Abstract]

Schedule of Future Minimum Operating Lease Payments

Approximate annual future minimum operating lease payments as of March 31, 2021 are as follows (in thousands):


Year	Operating Leases
2021	$	1,007
2022	637


Total minimum lease payments:	1,644
Less: imputed interest	(106)
Total operating lease liabilities	1,538

Net Loss Per Common Share/Class A Common Unit (Tables)

3 Months Ended

Mar. 31, 2021

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Loss Per Unit

Basic and diluted net loss per common share/Class A common unit were calculated as follows (in thousands except per unit amounts):


	Three Months Ended March 31,
	2021		2020
Numerator:
Net loss attributable to Zentalis	$	(49,901)	$	(16,126)
Denominator:
Weighted average number of common shares/Class A common units outstanding, basic and diluted	40,359		5,601
Net loss per common share/Class A common unit	$	(1.24)	$	(2.88)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Unit


	Three Months Ended March 31,
	2021	2020
Preferred units, as if converted to Class A common units	—	10,817
Incentive units—Class B common units	—	2,607
Outstanding stock options	3,757	—
Unvested RSAs	624	—
Unvested RSUs	797	—
	5,178	13,424

Organization and Business (Details) $ / shares in Units, $ in Millions	Aug. 03, 2020 shares	Apr. 07, 2020 USD ($) $ / shares shares	Apr. 02, 2020 $ / shares shares	Dec. 21, 2017
Class of Stock [Line Items]
Exchange ratio				1
Proceeds from initial public offering \| $		$ 190.0
Issuance fees and expenses \| $		17.6
IPO
Class of Stock [Line Items]
Share price (in dollars per sharee) \| $ / shares			$ 18.00
Proceeds from initial public offering \| $		190.0
Issuance fees and expenses \| $		$ 17.6
Common Stock \| IPO
Class of Stock [Line Items]
Share price (in dollars per sharee) \| $ / shares		$ 18.00
Number of shares converted (in shares) \| shares			25,288,854
Number of shares issued and sold (in shares) \| shares		10,557,000
Common Stock \| Underwriters
Class of Stock [Line Items]
Share price (in dollars per sharee) \| $ / shares		$ 18.00
Number of shares issued and sold (in shares) \| shares	618,750	1,377,000
Unvested RSAs \| IPO
Class of Stock [Line Items]
Number of shares converted (in shares) \| shares			1,160,277

Business Combinations - Narrative (Details) - Kalyra Pharmaceuticals, Inc. $ in Millions	Dec. 21, 2017 USD ($)
Variable Interest Entity [Line Items]
Cash payments to acquire interest	$ 4.5
Ownership percentage	25.00%

Business Combinations - Assets and Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Variable Interest Entity [Line Items]
Cash and cash equivalents	$ 28,996	$ 54,951	$ 63,650
In-process research and development	8,800	8,800
Goodwill	3,736	3,736
Deferred tax liability	2,480	2,480
Noncontrolling interests	24,252	24,795
VIE, Primary Beneficiary
Variable Interest Entity [Line Items]
Cash and cash equivalents	399	417
Other current assets	206	82
In-process research and development	8,800	8,800
Goodwill	3,736	3,736
Other long-term assets	0	0
Accounts payable and accrued expenses	96	83
Deferred tax liability	2,463	2,463
Noncontrolling interests	$ 6,791	$ 6,705	$ 6,712	$ 6,821

Business Combinations - Rollforward of Noncontrolling Interest (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Noncontrolling interest at beginning of period	$ 24,795
Net loss attributable to noncontrolling interests	(543)	$ (109)
Noncontrolling interest at end of period	24,252
VIE, Primary Beneficiary
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Noncontrolling interest at beginning of period	6,705	6,821
Net loss attributable to noncontrolling interests	86	(109)
Noncontrolling interest at end of period	$ 6,791	$ 6,712

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which is directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent (that is, noncontrolling interest, previously referred to as minority interest).

+ References + Details

Fair Value Measurement - Components of Available-for-sale Marketable Securities (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	$ 269,335	$ 283,518
Gross Unrealized Gains	60	51
Gross Unrealized Losses	(10)	(15)
Estimated Fair Value	269,385	283,554
Commercial paper
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	153,038	147,382
Gross Unrealized Gains	15	14
Gross Unrealized Losses	(4)	(8)
Estimated Fair Value	153,049	147,388
Corporate debt securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	19,119	23,576
Gross Unrealized Gains	0	1
Gross Unrealized Losses	(6)	(6)
Estimated Fair Value	19,113	23,571
US government agencies
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	66,211	81,455
Gross Unrealized Gains	30	32
Gross Unrealized Losses	0	(1)
Estimated Fair Value	66,241	81,486
US Treasury securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	30,967	31,105
Gross Unrealized Gains	15	4
Gross Unrealized Losses	0	0
Estimated Fair Value	$ 30,982	$ 31,109

Fair Value Measurement - Narrative (Details) $ in Thousands	Mar. 31, 2021 USD ($) security
Fair Value Disclosures [Abstract]
Number of available-for-sale securities in unrealized loss position \| security	16
Debt securities fair market value	$ 81,600
Fair value of available-for-sale securities in unrealized loss position	$ 10

Fair Value Measurement - Contractual Maturities of Available-for-sale Debt Securities (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Fair Value Disclosures [Abstract]
Due within one year	$ 269,385	$ 247,455
After one but within five years	0	36,099
Amortized Cost	$ 269,385	$ 283,554

Fair Value Measurement - Fair Value of Assets Measure on a Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	$ 8,404	$ 29,015
Available-for-sale marketable securities	269,385	283,554
Total assets measured at fair value	277,789	312,569
Level 1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	8,404	24,016
Available-for-sale marketable securities	30,982	31,109
Total assets measured at fair value	39,386	55,125
Level 2
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	0	4,999
Available-for-sale marketable securities	238,403	252,445
Total assets measured at fair value	238,403	257,444
Commercial paper
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	153,049	147,388
Commercial paper \| Level 1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities		0
Commercial paper \| Level 2
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	153,049	147,388
Corporate debt securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	19,113	23,571
Corporate debt securities \| Level 1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities		0
Corporate debt securities \| Level 2
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	19,113	23,571
US government agencies
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	66,241	81,486
US government agencies \| Level 1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	0	0
US government agencies \| Level 2
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	66,241	81,486
US Treasury securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	30,982	31,109
US Treasury securities \| Level 1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	30,982	31,109
US Treasury securities \| Level 2
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Available-for-sale marketable securities	0	0
Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	8,404	24,016
Money market funds \| Level 1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	8,404	24,016
Money market funds \| Level 2
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	0	0
Corporate debt securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	0	4,999
Corporate debt securities \| Level 1
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	0	0
Corporate debt securities \| Level 2
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents	$ 0	$ 4,999

Prepaid Expenses and Other Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid insurance	$ 385	$ 1,021
Prepaid software licenses and maintenance	421	563
Foreign R&D credit refund	1,058	692
Prepaid research and development expenses	7,401	5,963
Interest receivable	357	478
Other prepaid expenses	893	441
Total prepaid expenses and other assets	10,515	9,158
Less long-term portion	2,790	2,976
Total prepaid expenses and other assets, current	$ 7,725	$ 6,182

Property and Equipment, net - Summary (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Subtotal	$ 1,835		$ 1,349
Accumulated depreciation and amortization	(327)		(250)
Property and equipment, net	1,508		1,099
Depreciation and amortization	79	$ 38
Computer and Office Equipment
Property, Plant and Equipment [Line Items]
Subtotal	545		529
Lab Equipment
Property, Plant and Equipment [Line Items]
Subtotal	1,049		424
Leasehold Improvements
Property, Plant and Equipment [Line Items]
Subtotal	49		49
Construction in Progress
Property, Plant and Equipment [Line Items]
Subtotal	$ 192		$ 347

Accrued Expenses (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Payables and Accruals [Abstract]
Accrued research and development expenses	$ 17,351	$ 11,947
Accrued employee expenses	4,163	5,649
Accrued legal expenses	917	589
Accrued general and administrative expenses	324	443
Lease liability	1,099	902
Taxes payable	606	410
Total accrued expenses	$ 24,460	$ 19,940

Convertible Preferred Units - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended				2 Months Ended	3 Months Ended		8 Months Ended
	Apr. 07, 2020	Feb. 29, 2020	Sep. 30, 2019	Dec. 31, 2017	Sep. 30, 2015	Mar. 31, 2016	Mar. 31, 2021	Mar. 31, 2020	Aug. 31, 2018	Dec. 31, 2020	Dec. 31, 2019
Class of Stock [Line Items]
Shares issued (in shares)							0			0
Units authorized (in shares)							0			0
Shares outstanding (in shares)							0	10,817,000		0	9,950,000
Net proceeds from issuance of convertible preferred units							$ 0	$ 14,228
Issuance costs of financing	$ 17,600
Dividends declared (in dollars per share)							$ 0
Automatic conversion feature, minimum gross cash proceeds received in a public offering							$ 75,000
Series A Preferred Units
Class of Stock [Line Items]
Convertible preferred units issued (in shares)					1,293,104
Par value per share (in dollars per share)					$ 11.60	$ 11.60
Shares issued (in shares)						286,205
Gross proceeds from issuance of convertible preferred units					$ 15,000	$ 3,300
Net proceeds from issuance of convertible preferred units					14,900
Issuance costs of financing					$ 100	$ 39
Conversion price (in dollars per share)							$ 11.60
Liquidation preference (in dollars per share)							11.60
Series B Preferred Units
Class of Stock [Line Items]
Par value per share (in dollars per share)				$ 12.43					$ 12.43
Shares issued (in shares)				2,735,320					788,419
Gross proceeds from issuance of convertible preferred units				$ 34,000					$ 9,800
Net proceeds from issuance of convertible preferred units				32,100					9,500
Issuance costs of financing				$ 1,900					$ 300
Conversion price (in dollars per share)							12.43
Liquidation preference (in dollars per share)							12.43
Series C Preferred Units
Class of Stock [Line Items]
Par value per share (in dollars per share)		$ 17.50	$ 17.50				17.50
Shares issued (in shares)		867,194	4,847,106
Gross proceeds from issuance of convertible preferred units		$ 15,200	$ 84,800
Net proceeds from issuance of convertible preferred units		14,200	81,900
Issuance costs of financing		$ 1,000	$ 2,900
Conversion price (in dollars per share)							17.50
Liquidation preference (in dollars per share)							$ 17.50

Members' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands				1 Months Ended			2 Months Ended	3 Months Ended		8 Months Ended
	Aug. 03, 2020	Apr. 07, 2020	Apr. 02, 2020	Apr. 30, 2020	Dec. 31, 2017	Sep. 30, 2015	Mar. 31, 2016	Mar. 31, 2021	Mar. 31, 2020	Aug. 31, 2018	Dec. 31, 2020	Sep. 30, 2019	Dec. 21, 2017
Class of Stock [Line Items]
Common stock issued (in shares)					5,187,554			41,040,286			41,040,286
Common stock outstanding (in shares)					5,187,554			41,040,286			41,040,286
Common stock subject to future vesting provisions (in shares)					406,831
Common stock, shares authorized (in shares)			250,000,000					250,000,000			250,000,000
Common stock, par value (in dollars per share)			$ 0.001					$ 0.001			$ 0.001
Preferred stock, shares authorized (in shares)			10,000,000					10,000,000			10,000,000
Preferred stock, par value (in dollars per share)			$ 0.001					$ 0.001			$ 0.001
Proceeds from initial public offering		$ 190,000
Issuance fees and expenses		17,600
Shares issued upon vesting of certain RSAs (in shares)								117,993
Options number outstanding (in shares)								3,800,000
IPO
Class of Stock [Line Items]
Share price (in dollars per sharee)			$ 18.00
Proceeds from initial public offering		190,000
Issuance fees and expenses		$ 17,600
Follow-On Offering
Class of Stock [Line Items]
Gross proceeds from issuance of common stock	$ 166,000
Expenses and fees from the issuance of common stock	$ 10,800
Zentera Stock Plan
Class of Stock [Line Items]
Employee benefits and share-based compensation								$ 69	$ 0
Series A Preferred Units
Class of Stock [Line Items]
Preferred units authorized (in shares)					1,638,000
Issuance fees and expenses						$ 100	$ 39
Series B Preferred Units
Class of Stock [Line Items]
Preferred units authorized (in shares)					3,621,000
Issuance fees and expenses					$ 1,900					$ 300
Class A Common Units
Class of Stock [Line Items]
Common units, authorized (in shares)					15,000,000							20,000,000
Common units subject to future vesting conditions (in shares)									9,572
Stock issued (in shares)								0	0
Class B Common Units
Class of Stock [Line Items]
Common units, authorized (in shares)					872,620							3,458,522
Stock issued (in shares)								0	70,000
Stock issued upon conversion of units (in shares)					703,000
Unvested common units outstanding (in shares)								0			0
Class B Common Units \| 2017 Profit Interest Plan
Class of Stock [Line Items]
Shares authorized to be issued under plan (in shares)													3,458,522
Class B Common Units \| 2020 Incentive Award Plan \| Maximum
Class of Stock [Line Items]
Shares authorized to be issued under plan (in shares)				1,250,000
Common Stock \| IPO
Class of Stock [Line Items]
Stock issued (in dollars per share)		$ 18.00
Stock issued upon conversion of units (in shares)			25,288,854
Number of shares issued and sold (in shares)		10,557,000
Share price (in dollars per sharee)		$ 18.00
Common Stock \| Underwriters
Class of Stock [Line Items]
Number of shares issued and sold (in shares)	618,750	1,377,000
Share price (in dollars per sharee)		$ 18.00
Common Stock \| Follow-On Offering
Class of Stock [Line Items]
Number of shares issued and sold (in shares)	4,743,750
Share price (in dollars per sharee)	$ 35.00
Common Stock \| Corporate Conversion
Class of Stock [Line Items]
Stock issued (in shares)			0
Common Stock \| 2020 Incentive Award Plan
Class of Stock [Line Items]
Shares authorized to be issued under plan (in shares)				5,600,000
Non-Option equity instruments, outstanding (in shares)								4,553,685
Number of shares available for future grants (in shares)								2,680,311
Percent of common stock outstanding used as threshold to calculate shares available for issuance				5.00%
Unvested RSAs \| IPO
Class of Stock [Line Items]
Stock issued upon conversion of units (in shares)			1,160,277
Restricted Stock Award
Class of Stock [Line Items]
Non-Option equity instruments, outstanding (in shares)								600,000
Unvested RSUs
Class of Stock [Line Items]
Remaining Weighted-Average Period (years)								2 years
Non-Option equity instruments, outstanding (in shares)								800,000
Outstanding stock options
Class of Stock [Line Items]
Remaining Weighted-Average Period (years)								3 years 4 months 24 days
Generally expected vesting term of the option contract (in years)								10 years

Members' Equity - Share-based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 9,691	$ 329
Research and development expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	3,126	136
General and administrative expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 6,565	$ 193

Members' Equity - Share-based Compensation Expense by Award Type (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 9,691	$ 329
Profits interest award units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	0	329
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	3,851	0
RSAs and RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 5,840	$ 0

Members' Equity - Fair Value Assumptions for Profit Interest Awards (Details) - Profits interest award units $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2020 USD ($) $ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Members’ equity value (in thousands)	$ 271,207
Threshold amounts (in thousands)	$ 309,824
Risk free rate (as a percent)	1.50%
Volatility (as a percent)	75.00%
Time to liquidity (in years)	1 year 1 month 6 days
Lack of marketability discount (as a percent)	26.50%
Grant date fair value (USD per share) \| $ / shares	$ 3.06

Members' Equity - Fair Value Assumptions for Stock Options (Details) - Stock options	3 Months Ended
	Mar. 31, 2021
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected dividend yield	0.00%
Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility (as a percent)	76.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term	6 years 1 month 6 days
Risk free rate (as a percent)	0.50%
Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Volatility (as a percent)	76.60%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term	5 years 3 months 18 days
Risk free rate (as a percent)	0.90%

Members' Equity - Unrecognized Compensation Cost (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2021 USD ($)
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized expense, stock options	$ 58,704
Remaining Weighted-Average Period (years)	3 years 4 months 24 days
Unvested RSAs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized expense, other than options	$ 1,950
Remaining Weighted-Average Period (years)	2 years 3 months 18 days
Unvested RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized expense, other than options	$ 13,773
Remaining Weighted-Average Period (years)	2 years

Commitments and Contingencies - Future Minimum Lease Payments (Details) $ in Thousands	Mar. 31, 2021 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2021	$ 1,007
2022	637
Total minimum lease payments:	1,644
Less: imputed interest	(106)
Total operating lease liabilities	$ 1,538

Commitments and Contingencies - Narrative (Details) $ in Millions	3 Months Ended
	Mar. 31, 2021 USD ($) lease
Lessee, Lease, Description [Line Items]
Operating lease, weighted-average remaining lease term	1 year
Number of leases not yet commenced \| lease	2
Total minimum lease payments on leases not yet commenced \| $	$ 105.9
Minimum
Lessee, Lease, Description [Line Items]
Operating leases not yet commenced, term	10 years
Maximum
Lessee, Lease, Description [Line Items]
Operating leases not yet commenced, term	11 years

Net Loss Per Common Share/Class A Common Unit - Calculation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Numerator:
Net loss attributable to Zentalis Pharmaceuticals, LLC	$ (49,901)	$ (16,126)
Denominator:
Weighted average number of common shares/Class A common units outstanding, basic and diluted (in shares)	40,359	5,601
Net loss per common share/Class A common unit (USD per share)	$ (1.24)	$ (2.88)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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-Section S99
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-Subparagraph (SX 210.9-04(22))
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
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-Subparagraph (SX 210.5-03(20))
-URI http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227

Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Net Loss Per Common Share/Class A Common Unit - Antidilutive Securities (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per unit (in shares)	5,178	13,424
Preferred units, as if converted to Class A common units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per unit (in shares)	0	10,817
Incentive units—Class B common units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per unit (in shares)	0	2,607
Outstanding stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per unit (in shares)	3,757	0
Unvested RSAs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per unit (in shares)	624	0
Unvested RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per unit (in shares)	797	0

Related Party Disclosures (Details) - USD ($)		3 Months Ended
Related Party Disclosures (Details) - USD ($)	Dec. 21, 2017	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Related Party Transaction [Line Items]
Number of shares acquired (in shares)		0		0
Affiliated Entity \| Master Services Agreement
Related Party Transaction [Line Items]
Expenses from transactions with related party		$ 0	$ 17,000,000
Due to related parties		0	17,000,000
Affiliated Entity \| Intercompany Services Agreement
Related Party Transaction [Line Items]
Revenue from related parties		31,000,000	82,000,000
Due from related parties		31,000,000	82,000,000
Director \| Master Services Agreement
Related Party Transaction [Line Items]
Due to related parties		$ 1,000,000.0	$ 0
VIE, Primary Beneficiary \| Kalyra Pharmaceuticals, Inc.
Related Party Transaction [Line Items]
Share price (in dollars per share)	$ 0.26
Cash payments to acquire interest	$ 4,500,000
Agreement term (in years)		15 years
VIE, Primary Beneficiary \| Series B Preferred Units \| Kalyra Pharmaceuticals, Inc.
Related Party Transaction [Line Items]
Number of shares acquired (in shares)	17,307,692

Subsequent Events (Details) $ in Millions	Apr. 01, 2021 USD ($)
Subsequent Event \| New York City
Subsequent Event [Line Items]
Fees associated with termination of lease	$ 0.2

Label	Element	Value
Restricted Cash, Noncurrent	us-gaap_RestrictedCashNoncurrent	$ 3,264,000
Restricted Cash, Noncurrent	us-gaap_RestrictedCashNoncurrent	$ 411,000