Overview

A class action lawsuit has been filed against Zenas BioPharma, Inc. (“Zenas BioPharma” or the “Company”) and certain of the Company’s former senior executive officers alleging violations of the federal securities laws.  The Company’s securities trade on the NASDAQ under the ticker symbol “ZBIO.”

The Zenas BioPharma class action lawsuit was brought on behalf of all persons and entities who purchased or otherwise acquired Zenas BioPharma securities pursuant and/or traceable to the registration statement and related prospectus (collectively, the “Registration Statement”) issued in connection with Zenas BioPharma’s September 2024 initial public offering (the “IPO” or “Offering”) (the “Class Period”).

Zenas BioPharma purports to be a clinical stage global biopharmaceutical company committed to being a leader in the development and commercialization of transformative immunology-based therapies for patients in need.

The Zenas BioPharma class action lawsuit alleges that the Defendants, including the Underwriter Defendants named in paragraphs 23-26 of the lawsuit, are liable under the Securities Act of 1933 for false and misleading statements contained in the Registration Statement issued in connection with Zenas BioPharma’s IPO.

The Underwriter Defendants – investment banks specializing in public offerings – served as the underwriters for the IPO, collectively earning millions in fees.  Prior to the IPO, they organized a roadshow with Zenas BioPharma representatives, during which they presented overly optimistic and favorable information about the company’s business operations and financial outlook to potential investors.

The lawsuit further alleges that the Underwriter Defendants required indemnification agreements from Zenas BioPharma and the Individual Defendants, ensuring that they would be held harmless from any liabilities arising under federal securities laws.  They also assisted in planning the IPO and claimed to have conducted a due diligence investigation, which included ongoing access to internal, non-public information regarding Zenas BioPharma’s financial performance and prospects.

In addition to their broad access to confidential materials, agents of the Underwriter Defendants participated in “drafting sessions” with Zenas BioPharma’s legal team and senior management.  These sessions involved strategic planning for the IPO, setting the IPO pricing, crafting language for the Registration Statement, and coordinating responses to U.S. Securities Exchange Commission (“SEC”) feedback.  Given the frequency and depth of their involvement, the Underwriter Defendants either knew or should have known about Zenas BioPharma’s undisclosed problems.  Finally, it was the Underwriter Defendants who caused the Registration Statement to be filed with the SEC and declared effective, thereby facilitating the public offering of Zenas BioPharma securities, including those purchased by the Plaintiff and the class.

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If you purchased or otherwise acquired Zenas BioPharma securities pursuant and/or traceable to the Registration Statement issued in connection with Zenas BioPharma’s September 2024 initial public offering, and you wish to serve as lead plaintiff in this lawsuit, we encourage you to submit your information to DiCello Levitt LLP via the form on this page. 

You can also contact DiCello Levitt partner Brian O’Mara by calling (888) 287-9005 or at [email protected]. 

The deadline to apply to the Court to serve as lead plaintiff in the Zenas Biopharma class action lawsuit is June 16, 2025.