License Agreements	9 Months Ended
Sep. 30, 2026
License Agreements
License Agreements	8.License Agreements License Agreements with Xencor, Inc. 2020 Xencor Agreement In September 2020, the Company entered into a license agreement (the “2020 Xencor Agreement”) with Xencor, Inc. (“Xencor”), under which the Company is required to pay Xencor tiered royalties on annual net sales of successfully commercialized products, including ZB002 and ZB004. The royalty percentage rates vary by geographic areas as defined in the 2020 Xencor Agreement and range from the mid-single digits to mid-teens. The Company is also obligated to reimburse Xencor for third-party costs incurred for certain patent filings, prosecution and maintenance as further specified in the 2020 Xencor Agreement. 2021 Xencor Agreement In May 2021, the Company entered into a license agreement with Xencor (the “2021 Xencor Agreement”), under which the Company obtained an exclusive, royalty-bearing, sublicensable worldwide license to research, develop, manufacture, market and sell obexelimab. In May 2026, the Company made a payment of $10.0 million to Xencor for the achievement of a regulatory milestone for submission of the marketing authorization application to the FDA. In July 2026, the Company made a regulatory milestone payment of $2.5 million to Xencor for achievement of a regulatory milestone for submission of the marketing authorization application to Japan. The Company is obligated to make additional regulatory milestone payments up to $62.5 million, including $20.0 million and $15.0 million payable upon marketing approval by the FDA and the European Medicines Agency, respectively, and one-time sales milestone payments up to $385.0 million upon achieving milestone events of net sales in a given calendar year in the territory equal to certain threshold amounts. In addition, the Company is required to pay Xencor tiered royalties on annual net sales of successfully commercialized products utilizing obexelimab, with the royalty percentages varying based on regions and ranging from the mid-single digits to the mid-teens. During the three and nine months ended September 30, 2026, the Company recorded $2.5 million and $12.5 million related to the achievement and payment of regulatory milestones as acquired in-process research and development expense. During three and nine months ended September 30, 2026 and 2025, the Company did not record any reimbursable patent-related costs. License Agreement with Viridian Therapeutics, Inc. In October 2020, the Company entered into a license agreement with Viridian (the “Viridian Agreement”) to obtain an exclusive, royalty-bearing, sublicensable license to research, develop, manufacture, market and sell certain antibody product candidates based on Viridian’s proprietary technology. The Company’s license rights are limited to non-oncology indications and are limited to China, Hong Kong, Macau and Taiwan (“Zenas Territories”). The Viridian Agreement, as amended, obligates the Company to make payments to Viridian, totaling $21.0 million, based on achievement of certain specified development and sales milestones, and royalties on net sales. In January 2025, the Company entered into the Zai License Agreement under which the Company granted Zai an exclusive sublicense to develop, manufacture and commercialize ZB001 and related programs in greater China. In connection with the Zai License Agreement, the Company assigned the Viridian Agreement to Zai. For additional information on the Zai License Agreement, please see License Agreement with Zai Lab (Hong Kong) Limited in Note 7, License and Collaboration Revenue to these unaudited condensed consolidated financial statements. During the three and nine months ended September 30, 2026 and 2025, the Company did not incur expenses related to Viridian contract manufacturing organization (“CMO”) costs. Viridian has agreed to reimburse the Company for certain services the Company performs on Viridian’s behalf, with reimbursements being recorded as a reduction in research and development expenses. During the three and nine months ended September 30, 2026, the Company did not incur any reimbursable expenses. During the three and nine months ended September 30, 2025, the Company recorded an immaterial amount and $0.2 million in reimbursable expenses, respectively. Additionally, during the nine months ended September 30, 2026 and 2025, the Company did not achieve any milestones. License Agreement with InnoCare Pharma Inc. In October 2025, the Company entered into a License Agreement (the “InnoCare License Agreement”) with InnoCare Pharma Inc. (“InnoCare”). Under the InnoCare License Agreement, InnoCare granted the Company exclusive rights to develop, manufacture, and commercialize: i) orelabrutinib, in the multiple sclerosis (“MS”) field worldwide, and in all non-oncology indications outside greater China and Brunei, Burma, Cambodia, Timor-Leste, Indonesia, Laos, Malaysia, Philippines, Singapore, Thailand and Vietnam (“Southeast Asia”), ii) ZB021 (an IL-17AA/AF inhibitor) in all fields of use worldwide, excluding greater China and Southeast Asia and iii) ZB022 (a TYK2 inhibitor) in all fields of use worldwide. The Company also obtained certain non-exclusive rights to perform development and manufacturing activities in greater China and Southeast Asia to support each program in its respective licensed territories. Pursuant to the InnoCare License Agreement, the Company made one-time non-refundable upfront cash payments totaling $35.0 million and issued 5,000,000 shares of common stock to InnoCare (“InnoCare Shares”) in exchange for these rights in October 2025. Further, in August 2026, the Company achieved a development milestone (the “Near-Term Milestone”) and became obligated to make an additional one-time non-refundable cash payment of $25.0 million and issue an additional 2,000,000 shares of common stock to InnoCare. The Company is also required to make one-time, potential near-term milestone payments of $20.0 million each, upon the achievement of certain regulatory milestones for ZB021 and ZB022 (the “Regulatory Milestones”). In May 2026, the Company achieved the ZB021 Regulatory Milestone and made a payment of $20.0 million. During the three months ended September 30, 2026, the Company recorded $25.0 million related to achievement and payment of the Near-Term Milestone and during the nine months ended September 30, 2026, the Company recorded $45.0 million related to the achievement and payment of Near-Term Milestone and the Regulatory Milestone for ZB021, both were recorded as acquired in-process research and development expense. The Company is further obligated to pay future regulatory and commercial milestones of up to $723.0 million related to orelabrutinib, and future regulatory and commercial milestones of up to $636.0 million for ZB021, and $656.0 million for ZB022, inclusive of the $20.0 million Regulatory Milestone, if certain milestones are successfully achieved. In addition, the Company is obligated to pay royalties on net sales at rates ranging from high-single digits to high-teens for orelabrutinib, and mid-single digits to mid-teens for the preclinical compounds. Under the InnoCare License Agreement, the Company is obligated to reimburse InnoCare for certain clinical trial startup costs and Investigational New Drug (“IND”) enabling activities which were incurred prior to and after the effective date of the agreement. During the three and nine months ended September 30, 2026, the Company incurred $3.1 million and $5.0 million of expense, respectively. During the three and nine months ended September 30, 2026, the Company made payments of $0.7 million and $2.9 million to InnoCare related to the acquired programs, respectively.

License Agreements

9 Months Ended

Sep. 30, 2026

8.License Agreements

License Agreements with Xencor, Inc.

2020 Xencor Agreement

In September 2020, the Company entered into a license agreement (the “2020 Xencor Agreement”) with Xencor, Inc. (“Xencor”), under which the Company is required to pay Xencor tiered royalties on annual net sales of successfully commercialized products, including ZB002 and ZB004. The royalty percentage rates vary by geographic areas as defined in the 2020 Xencor Agreement and range from the mid-single digits to mid-teens. The Company is also obligated to reimburse Xencor for third-party costs incurred for certain patent filings, prosecution and maintenance as further specified in the 2020 Xencor Agreement.

2021 Xencor Agreement

In May 2021, the Company entered into a license agreement with Xencor (the “2021 Xencor Agreement”), under which the Company obtained an exclusive, royalty-bearing, sublicensable worldwide license to research, develop, manufacture, market and sell obexelimab. In May 2026, the Company made a payment of $10.0 million to Xencor for the achievement of a regulatory milestone for submission of the marketing authorization application to the FDA. In July 2026, the Company made a regulatory milestone payment of $2.5 million to Xencor for achievement of a regulatory milestone for submission of the marketing authorization application to Japan. The Company is obligated to make additional regulatory milestone payments up to $62.5 million, including $20.0 million and $15.0 million payable upon marketing approval by the FDA and the European Medicines Agency, respectively, and one-time sales milestone payments up to $385.0 million upon achieving milestone events of net sales in a given calendar year in the territory equal to certain threshold amounts. In addition, the Company is required to pay Xencor tiered royalties on annual net sales of successfully commercialized products utilizing obexelimab, with the royalty percentages varying based on regions and ranging from the mid-single digits to the mid-teens.

During the three and nine months ended September 30, 2026, the Company recorded $2.5 million and $12.5 million related to the achievement and payment of regulatory milestones as acquired in-process research and development expense. During three and nine months ended September 30, 2026 and 2025, the Company did not record any reimbursable patent-related costs.

License Agreement with Viridian Therapeutics, Inc.

In October 2020, the Company entered into a license agreement with Viridian (the “Viridian Agreement”) to obtain an exclusive, royalty-bearing, sublicensable license to research, develop, manufacture, market and sell certain antibody product candidates based on Viridian’s proprietary technology. The Company’s license rights are limited to non-oncology indications and are limited to China, Hong Kong, Macau and Taiwan (“Zenas Territories”). The Viridian Agreement, as amended, obligates the Company to make payments to Viridian, totaling $21.0 million, based on achievement of certain specified development and sales milestones, and royalties on net sales.

In January 2025, the Company entered into the Zai License Agreement under which the Company granted Zai an exclusive sublicense to develop, manufacture and commercialize ZB001 and related programs in greater China. In connection with the Zai License Agreement, the Company assigned the Viridian Agreement to Zai. For additional information on the Zai License Agreement, please see License Agreement with Zai Lab (Hong Kong) Limited in Note 7, License and Collaboration Revenue to these unaudited condensed consolidated financial statements.

During the three and nine months ended September 30, 2026 and 2025, the Company did not incur expenses related to Viridian contract manufacturing organization (“CMO”) costs. Viridian has agreed to reimburse the Company for certain

services the Company performs on Viridian’s behalf, with reimbursements being recorded as a reduction in research and development expenses. During the three and nine months ended September 30, 2026, the Company did not incur any reimbursable expenses. During the three and nine months ended September 30, 2025, the Company recorded an immaterial amount and $0.2 million in reimbursable expenses, respectively. Additionally, during the nine months ended September 30, 2026 and 2025, the Company did not achieve any milestones.

License Agreement with InnoCare Pharma Inc.

In October 2025, the Company entered into a License Agreement (the “InnoCare License Agreement”) with InnoCare Pharma Inc. (“InnoCare”). Under the InnoCare License Agreement, InnoCare granted the Company exclusive rights to develop, manufacture, and commercialize: i) orelabrutinib, in the multiple sclerosis (“MS”) field worldwide, and in all non-oncology indications outside greater China and Brunei, Burma, Cambodia, Timor-Leste, Indonesia, Laos, Malaysia, Philippines, Singapore, Thailand and Vietnam (“Southeast Asia”), ii) ZB021 (an IL-17AA/AF inhibitor) in all fields of use worldwide, excluding greater China and Southeast Asia and iii) ZB022 (a TYK2 inhibitor) in all fields of use worldwide. The Company also obtained certain non-exclusive rights to perform development and manufacturing activities in greater China and Southeast Asia to support each program in its respective licensed territories.

Pursuant to the InnoCare License Agreement, the Company made one-time non-refundable upfront cash payments totaling $35.0 million and issued 5,000,000 shares of common stock to InnoCare (“InnoCare Shares”) in exchange for these rights in October 2025. Further, in August 2026, the Company achieved a development milestone (the “Near-Term Milestone”) and became obligated to make an additional one-time non-refundable cash payment of $25.0 million and issue an additional 2,000,000 shares of common stock to InnoCare.

The Company is also required to make one-time, potential near-term milestone payments of $20.0 million each, upon the achievement of certain regulatory milestones for ZB021 and ZB022 (the “Regulatory Milestones”). In May 2026, the Company achieved the ZB021 Regulatory Milestone and made a payment of $20.0 million.

During the three months ended September 30, 2026, the Company recorded $25.0 million related to achievement and payment of the Near-Term Milestone and during the nine months ended September 30, 2026, the Company recorded $45.0 million related to the achievement and payment of Near-Term Milestone and the Regulatory Milestone for ZB021, both were recorded as acquired in-process research and development expense.

The Company is further obligated to pay future regulatory and commercial milestones of up to $723.0 million related to orelabrutinib, and future regulatory and commercial milestones of up to $636.0 million for ZB021, and $656.0 million for ZB022, inclusive of the $20.0 million Regulatory Milestone, if certain milestones are successfully achieved. In addition, the Company is obligated to pay royalties on net sales at rates ranging from high-single digits to high-teens for orelabrutinib, and mid-single digits to mid-teens for the preclinical compounds.

Under the InnoCare License Agreement, the Company is obligated to reimburse InnoCare for certain clinical trial startup costs and Investigational New Drug (“IND”) enabling activities which were incurred prior to and after the effective date of the agreement. During the three and nine months ended September 30, 2026, the Company incurred $3.1 million and $5.0 million of expense, respectively. During the three and nine months ended September 30, 2026, the Company made payments of $0.7 million and $2.9 million to InnoCare related to the acquired programs, respectively.