| Item 1. | |
| (a) | Name of issuer:
Zentalis Pharmaceuticals, Inc. |
| (b) | Address of issuer's principal executive
offices:
10275 SCIENCE CENTER DRIVE, 10275 SCIENCE CENTER DRIVE, SAN DIEGO, CALIFORNIA, 92121. |
| Item 2. | |
| (a) | Name of person filing:
This Schedule 13G ("Schedule") is being filed by William T. Walters, The Walters Group (the "TWG") and Susan B. Walters (together, the "Reporting Persons").
TWG directly owns the shares of common stock reported in this Schedule (the "Shares"). William T. Walters may be deemed to share voting and dispositive power with respect to the Shares. Susan B. Walters is the general partner and majority member of TWG and may be deemed to share voting and dispositive power with respect to the Shares.
Each Reporting Person disclaims beneficial ownership with respect to any Shares other than the Shares owned directly by such Reporting Person (if any). |
| (b) | Address or principal business office or, if
none, residence:
The address of each Reporting Person is 8975 S. Pecos Road, Unit 6A, Henderson, Nevada 89074. |
| (c) | Citizenship:
TWG was organized as a Nevada general partnership. William T. Walters and Susan B. Walters are U.S. citizens. |
| (d) | Title of class of securities:
Common Stock, $0.001 par value per share |
| (e) | CUSIP No.:
98943L107 |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
Each of William T. Walters, TWG and Susan B. Walters may be deemed to beneficially own 5,000,000 Shares. |
| (b) | Percent of class:
7.0 % |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
0
|
| | (ii) Shared power to vote or to direct the
vote:
5,000,000
|
| | (iii) Sole power to dispose or to direct the
disposition of:
0
|
| | (iv) Shared power to dispose or to direct the
disposition of:
5,000,000
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| | |
| Item 6. | Ownership of more than 5 Percent on Behalf of
Another Person. |
| |
Not Applicable
|
| Item 7. | Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or
Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members
of the Group. |
| |
Not Applicable
|
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|
Rule
13d-1(b) 
Rule
13d-1(c)