FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Vultaggio Vincent
2. Date of Event Requiring Statement (Month/Day/Year)
04/05/2024		 3. Issuer Name and Ticker or Trading Symbol
Zentalis Pharmaceuticals, Inc. [ZNTL]
(Last)
(First)
(Middle)
C/O ZENTALIS PHARMACEUTICALS, INC., 1359 BROADWAY, SUITE 801		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Principal Accounting Officer
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)

NEW YORK, NY 10018		 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 		2. Amount of Securities Beneficially Owned
(Instr. 4) 		3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 		4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 35,458
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(Month/Day/Year) 		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 		4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)   (1) 04/01/2030 Common Stock 12,500 $ 18 D  
Stock Option (Right to Buy)   (2) 02/25/2031 Common Stock 10,000 $ 42.04 D  
Stock Option (Right to Buy)   (3) 02/09/2032 Common Stock 6,875 $ 52.61 D  
Stock Option (Right to Buy)   (4) 02/17/2032 Common Stock 2,750 $ 47.66 D  
Stock Option (Right to Buy)   (5) 01/31/2033 Common Stock 17,500 $ 23.65 D  
Stock Option (Right to Buy)   (6) 01/31/2034 Common Stock 25,000 $ 11.69 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Vultaggio Vincent
C/O ZENTALIS PHARMACEUTICALS, INC.
1359 BROADWAY, SUITE 801
NEW YORK, NY 10018		       Principal Accounting Officer  

Signatures

/s/ Andrea Paul, attorney-in-fact for Vincent Vultaggio 04/11/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The options were granted by the Issuer on April 2, 2020. The options vested over four years: 25% of the options vested on April 2, 2021 and the remaining 75% vested in equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer.
(2) The options were granted by the Issuer on February 26, 2021. The options vest and become exercisable in 48 substantially equal monthly installments following a vesting commencement date of February 11, 2021, subject to the Reporting Person's continued service with the Issuer.
(3) The options were granted by the Issuer on February 10, 2022. The options vest and become exercisable in 48 substantially equal monthly installments following the grant date, subject to the Reporting Person's continued service with the Issuer.
(4) The options were granted by the Issuer on February 18, 2022. The options vest and become exercisable in 48 substantially equal monthly installments following a vesting commencement date of February 10, 2022, subject to the Reporting Person's continued service with the Issuer.
(5) The options were granted by the Issuer on February 1, 2023. The options vest over four years: 25% of the options vested on February 1, 2024, with the remaining 75% vesting in equal monthly installments thereafter, subject to the Reporting Person's continued service with the Issuer.
(6) The options were granted by the Issuer on February 1, 2024. The options vest and become exercisable in 48 substantially equal monthly installments following the grant date, subject to the Reporting Person's continued service with the Issuer.
 
Remarks:
Exhibit 24 - Power of Attorney

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