Form of Certificate of Conversion of Zentalis Pharmaceuticals, LLC
CERTIFICATE OF CONVERSION
FROM A LIMITED LIABILITY COMPANY TO A CORPORATION
PURSUANT TO SECTION 265
OF THE DELAWARE GENERAL CORPORATION LAW AND
SECTION 18-216 OF THE DELAWARE LIMITED LIABILITY COMPANY ACT
The jurisdiction in which Zentalis Pharmaceuticals, LLC (the Company) was first formed is Delaware.
The jurisdiction of the Company immediately prior to filing this Certificate of Conversion from a limited liability company to a corporation (this Certificate) was Delaware.
The Company filed its original certificate of formation with the Secretary of State of the State of Delaware and was first formed on November 21, 2017 in the State of Delaware.
The name and type of entity of the Company immediately prior to the filing of this Certificate was Zentalis Pharmaceuticals, LLC, a Delaware limited liability company.
The name of the corporation into which Zentalis Pharmaceuticals, LLC shall be converted as set forth in the certificate of incorporation of the corporation shall be Zentalis Pharmaceuticals, Inc.
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Conversion from a Limited Liability Company to a Corporation dated as of April [●], 2020.
|ZENTALIS PHARMACEUTICALS, LLC|
|Name:||Anthony Y. Sun, M.D.|
|Title:||Chief Executive Officer and President|