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NASDAQ: ZNTL Zentalis Pharmaceuticals, Inc. 8-K

Zentalis expands board to seven directors, appoints Shannon Campbell to Class I seat

Filed May 27, 2026 · Period ending May 22, 2026 · ~1 min read

4 key changes 1 section

Key Changes

  • medium

    Board expanded from six to seven members with appointment of Shannon Campbell as Class I director effective May 22, 2026, term runs through 2027 Annual Meeting.

  • medium

    Campbell granted 114,200 RSUs (0.16% of outstanding shares) on May 26, 2026, vesting in three equal annual installments, aligning director interests with shareholders.

  • low

    Campbell appointed to Compensation Committee, which oversees executive pay decisions, and will receive standard non-employee director compensation of $52,500 annually.

  • low

    After six months of service, Campbell becomes eligible for annual equity grants equal to 0.08% of outstanding shares at each stockholder meeting.

Summary

Zentalis Pharmaceuticals expanded its board from six to seven directors with the appointment of Shannon Campbell as a Class I director effective May 22, 2026. Campbell will serve until the 2027 Annual Meeting and has been assigned to the Compensation Committee, which oversees executive compensation decisions.

She received an initial equity grant of 114,200 restricted stock units representing 0.16% of outstanding shares, vesting over three years. For retail investors, this board expansion suggests Zentalis is adding governance capacity, potentially in preparation for growth initiatives or increased oversight needs. Campbell's appointment to the Compensation Committee means she'll have input on executive pay decisions.

The equity grant structure, calculated as a percentage of outstanding shares, is standard for biotech companies and aligns director incentives with long-term shareholder value. Watch for disclosure of Campbell's background and expertise in future proxy materials, which will clarify what specific skills or experience she brings to the board and whether this signals strategic priorities for the company.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~700 words

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.

1 Added
Show 1 minor / wording change
Added Director cash compensation low

Added in current filing · verify on EDGAR →

Ms. Campbell is entitled to receive compensation for her service as a director in accordance with the Company's Non-Employee Director Compensation Program applicable to all non-employee directors (the “Director Compensation Program”), which provides for an annual retainer of $45,000 for her Board service, and additional annual retainer of $7,500 for her service as a member of the Compensation Committee.

Campbell will receive $45,000 annually for Board service plus an additional $7,500 for Compensation Committee membership, totaling $52,500 per year in cash retainers under the standard non-employee director program.

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Figures/quotes linked to EDGAR · Narrative written by AI · May 27, 2026 · How we verify